Common use of Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers Clause in Contracts

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company shall pay directly to the applicable L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (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 Maturity Date and thereafter on demand. 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 1.06. In addition, the Company shall pay directly to the applicable L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing issued by it to the Borrower equal to the greater of (x) 0.25% per annum (or such other amount of such Letter of Credit, at a rate separately as may be mutually agreed between by the Company Borrower and such the applicable L/C Issuer, computed on the Dollar Equivalent ) of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on 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) and (y) to the extent the L/C Issuer is the Administrative Agent or an Affiliate thereof, $1,500 per annum. Such fronting fees shall be computed on a quarterly basis in arrears. Such fronting fee fees shall be due and payable no later than in Dollars on the tenth first Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued to the Borrower the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within ten (10) Business Days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company shall pay directly to the applicable each L/C Issuer for its own account a fronting fee with respect to each Letter of Credit issued by it, at the rate of 1⁄4 of 1.00% per annum (but in no event less than $500 per annum for each Letter of Credit) (i) with respect to each commercial Trade Letter of Credit, equal to a percentage per annum separate agreed between computed on the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Trade Letter of Credit increasing the amount of such Trade Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendmentamendment (provided, that the $500 per annum minimum set forth in the previous parenthetical shall not apply to an amendment of a Trade Letter of Credit), and (iii) with respect to each standby Standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Standby Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth Business Day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-ended quarterly period (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 Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company applicable Borrowers shall pay directly to the applicable L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, at a rate per annum equal to a percentage per annum separate 0.125% (or such other rate separately agreed between the Company applicable Borrowers and such the L/C Issuer times Issuers), computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company applicable Borrowers and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the a rate per annum equal to the percentage 0.125% (or such other rate separately agreed upon between the Company applicable Borrowers and such the L/C IssuerIssuers), computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on or prior to the tenth date that is ten (10) Business Day after the end of Days following each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereof, in the case of the first payment)end, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company applicable Borrowers shall pay directly to the applicable L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of CreditCredit issued by it, equal to a percentage per annum separate agreed between at the Company and such L/C Issuer times rate of 0.125%, computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate Credit issued by it equal to 0.125% per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on 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). Such fronting fees described in clause (iii) shall be computed on a quarterly basis in arrears. Such fronting fee fees described in clause (iii) shall be due and payable no later than on the tenth last Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within ten (10) Business Days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing issued for the account of the Borrower or any Restricted Subsidiary equal to 0.125% per annum (or such other lower amount of such Letter of Credit, at a rate separately as may be mutually agreed between by the Company Borrower(s) and such the applicable L/C Issuer, computed on the Dollar Equivalent ) of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily maximum amount 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 such lesser fee as may be agreed with such L/C Issuer. Such fronting fees shall be computed on a quarterly basis in arrears. Such fronting fee fees shall be due and payable no later than in Dollars on the tenth last Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on written demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued for the account of the Borrower or any Restricted Subsidiary the customary and reasonable issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such the L/C Issuer relating to letters such Letters of credit Credit as from time to time in effect. Such customary fees and standard costs and charges are due and payable on within 30 days of written demand by the L/C Issuer setting forth in reasonable detail such costs and charges and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, Credit issued by it equal to a percentage 0.125% per annum (or such other amount as is agreed in a separate agreed writing between the Company and such relevant L/C Issuer times and the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (iiBorrower) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on 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 that in any event the minimum amount of any fronting fee payable in any twelve-month period for each Letter of Credit shall be not less than $500 (it being agreed that, on the day of issuance of any Letter of Credit and on each anniversary thereof prior to the termination or expiration of such Letter of Credit, if $500 will exceed the amount of the applicable fronting fee that will accrue with respect to such Letter of Credit for the immediately succeeding twelve-month period, the full $500 shall be payable on the date of issuance of such Letter of Credit and on each such anniversary thereof). Except as contemplated by the proviso contained in the immediately preceding sentence, such fronting fees shall be (x) computed on a quarterly basis in arrears. Such fronting fee shall be arrears and (y) due and payable no later than on the tenth first Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within ten (10) Business Days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, at a rate per annum equal to a the percentage per annum separate separately agreed upon between the Company Borrower and such L/C Issuer times Issuer, computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth Business Day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-ended quarterly period (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 Maturity Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account a fronting fee with respect to each commercial and standby Letter of Credit, at the rate per annum equal to (ix) with respect to each commercial and standby Letter of Credit, at a rate per annum equal to a percentage per annum separate agreed between 0.125%, computed on the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, and (iiy) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth first Business Day after the end of each fiscal quarter end January, April, July and October in respect of the Company in the most recently- recently-ended quarterly period (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 Maturity Date and thereafter on demand. 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 1.06. In addition, with respect to any Letter of Credit issued for the Company account of the Borrower, the Borrower shall pay directly to the applicable L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, at a rate per annum equal to a percentage per annum separate 0.125% (or such other rate separately agreed between the Company Borrower and such the L/C Issuer times Issuers), computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the a rate per annum equal to the percentage 0.125% (or such other rate separately agreed upon between the Company Borrower and such the L/C IssuerIssuers), computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on or prior to the tenth date that is ten (10) Business Day after the end of Days following each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereof, in the case of the first payment)end, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal specified in (A) (I) the Bank of America Fee Letter, with respect to Bank of America, in its capacity as an L/C Issuer, (II) the percentage separately agreed upon Mizuho Fee Letter, with respect to Mizuho Bank, Ltd., in its capacity as an L/C Issuer, and (III) the Citibank Fee Letter, with respect to Citibank, in its capacity as an L/C Issuer, and (B) as specified in written agreements between the Company Borrower and such the applicable L/C Issuer, with respect to any L/C Issuer other than Bank of America, in its capacity as L/C Issuer, computed on the Dollar Equivalent of the actual daily maximum amount 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 on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth Business Day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-ended quarterly period (or portion thereof, in the case of the first (1st) payment), commencing with the first (1st) such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company shall pay directly to the applicable L/C Issuer for its own account account, in Dollars, a fronting fee (i) with respect to each commercial Letter of Credit, equal at the rate specified in the Bank of America Fee Letter (with respect to a percentage per annum separate Letters of Credit issued by Bank of America) or at the rate separately agreed in writing from time to time between the Company and such any other L/C Issuer times Issuer, computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company and such the applicable L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal specified in the Bank of America Fee Letter (with respect to Letters of Credit issued by Bank of America) or at the percentage rate separately agreed upon from time to time between the Company and such any other L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be , and due and payable no later than on the tenth first Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.061.09. In addition, the Company shall pay directly to the applicable L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Parent Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing issued by it to any Loan Party equal to 0.125% per annum (or such other lower amount as may be mutually agreed by the amount of such Letter of Credit, at a rate separately agreed between Parent Borrower and the Company and such applicable L/C Issuer, computed on the Dollar Equivalent ) of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the maximum Dollar Equivalent of the daily amount Amount 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 such lesser fee as may be agreed with such L/C Issuer. Such fronting fees shall be computed on a quarterly basis in arrears. Such fronting fee fees shall be due and payable no later than in Dollars on the tenth first Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company Parent Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued to the Loan Parties the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within ten (10) Business Days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing issued by it to the Borrower (or Holdings or any Restricted Subsidiary of the Borrower) equal to 0.125% per annum (or such other lower amount of such Letter of Credit, at a rate separately as may be mutually agreed between by the Company Borrower and such the applicable L/C Issuer, computed on the Dollar Equivalent ) of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the maximum Dollar Equivalent of the daily amount Amount 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 such lesser fee as may be agreed with such L/C Issuer. Such fronting fees shall be computed on a quarterly basis in arrears. Such fronting fee fees shall be due and payable no later than in Dollars on the tenth first Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued to the Borrower (or Holdings or any Restricted Subsidiary of the Borrower) the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within five (5) Business Days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing issued by it for the account of the Borrower (whether for the benefit of the Borrower or its Subsidiaries) equal to 0.125% per annum (or such other lower amount of such Letter of Credit, at a rate separately as may be mutually agreed between by the Company Borrower and such the applicable L/C Issuer, computed on the Dollar Equivalent ) of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the maximum Dollar Equivalent of the daily amount Amount 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 such lesser fee as may be agreed with such L/C Issuer. Such fronting fees shall be computed on a quarterly basis in arrears. Such fronting fee fees shall be due and payable no later than in Dollars on the tenth last Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Date and thereafter on demand. For purposes earlier to occur of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit Expiration Date and the date on which the Revolving Credit Commitment of all Lenders shall be determined in accordance with Section 1.06terminated as provided herein. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued for the account of the Borrower (whether for the benefit of the Borrower or its Subsidiaries) the customary and reasonable issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within 30 days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company shall pay directly to the applicable each L/C Issuer for its own account a fronting fee with respect to each Letter of Credit issued by it, at the rate of 1 ⁄ 4 of 1.00% per annum (but in no event less than $500 per annum for each Letter of Credit) (i) with respect to each commercial Trade Letter of Credit, equal to a percentage per annum separate agreed between computed on the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Trade Letter of Credit increasing the amount of such Trade Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendmentamendment ( provided , that the $500 per annum minimum set forth in the previous parenthetical shall not apply to an amendment of a Trade Letter of Credit), and (iii) with respect to each standby Standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Standby Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth Business Day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-ended quarterly period (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 Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.061.06 . In addition, the Company shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company applicable Borrower shall pay directly to the applicable L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, at a rate per annum equal to a the percentage per annum separate separately agreed upon between the Company such Borrower and such L/C Issuer times Issuer, computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company such Borrower and such L/C Issuer, computed on the Dollar 4905-7146-3966, v. 11 Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company such Borrower and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth first Business Day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-ended quarterly period (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 Maturity Date and thereafter on demand. For purposes of computing the Dollar Equivalent of 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 1.06. In addition, the Company applicable Borrower shall pay directly to the applicable L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account account, in Dollars, a fronting fee equal to 0.125% per annum (or such other lower amount as may be mutually agreed by the Borrower and the applicable L/C Issuer) (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times computed on the Dollar Equivalent Amount of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent Amount of the amount of such increase, and payable upon the effectiveness of such amendment, amendment and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent Amount of the daily amount available to be drawn under such Letter of Credit (or such lesser fee as may be agreed with such L/C Issuer) on a quarterly basis in arrears. Such fronting fee fees shall be computed on a quarterly basis in arrears. Such fronting fees shall be due and payable no later than in Dollars on the tenth first Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued to the Borrower (or Holdings or any Restricted Subsidiary of the Borrower) the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within five (5) Business Days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Each Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (iin the relevant currency in which the applicable Letter of Credit is denominated) with respect to each commercial Letter of Credit, Credit issued by it on behalf of such Borrower to any Consolidated Party equal to a percentage 0.125% per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily amount 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 such other fee as may be agreed with such L/C Issuer (the “L/C Fronting Fee”). Such fronting fees shall be computed on a quarterly basis in arrears. Such fronting fee fees shall be due and payable no later than in U.S. Dollars (and if the tenth applicable Letter of Credit is in an Alternative Currency, shall be calculated based on the U.S. Dollar Equivalent amount in respect thereof) on the last Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Date and thereafter on demand. For purposes earlier to occur of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit Expiration Date and the date on which the Revolving Credit Commitment of all Lenders shall be determined in accordance with Section 1.06terminated as provided herein. In addition, the Company applicable Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued on behalf of the Loan Parties the customary and reasonable issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within 10 Business Days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer Issuer, for its own account account, a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage the rate per annum separate equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth (10th) Business Day after the end of each fiscal quarter end of the Company March, June, September and December in the most recently- recently-ended quarterly period (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 Revolving Facility Maturity Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer Issuer, for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company shall pay directly to the applicable L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such 52 #94834708v14 CHAR1\1986310v1 amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (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 Maturity Date and thereafter on demand. 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 1.06. In addition, the Company shall pay directly to the applicable L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account account, in Dollars, a fronting fee (i) with respect to each commercial Letter of Credit, equal in the amount either set forth in the Fee Letter to a percentage per annum separate agreed between the Company and which such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of is a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate party or otherwise separately agreed in writing between the Company and such L/C Issuer, computed on Issuer and the Dollar Equivalent of the amount of such increase, Borrower. Such fronting fee shall be due and payable upon the effectiveness of such amendment, and (iiiA) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth Business Day after the end (10th) day of each fiscal January, April, July and October (for fronting fees accrued during the previous calendar quarter end of the Company in the most recently- ended quarterly period (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 Maturity L/C Expiration Date and thereafter on demanddemand and (B) with respect to each commercial Letter of Credit, on the date of issuance thereof (provided that, with respect to Existing Letters of Credit that are standby Letters of Credit, all accrued and unpaid fronting fees with respect to such Existing Letters of Credit shall be paid on the Closing Date in accordance with Section 5.01(g) and such Existing Letters of Credit shall be deemed issued on the Closing Date and shall accrue fronting fees from and after the Closing Date in accordance with this clause (ii)). For purposes of computing the daily amount available to be drawn undrawn Outstanding Amount under any Letter of Credit, the amount of such Letter of Credit shall be determined in accordance with Section 1.061.08. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer Issuer, for its own account account, a fronting fee (i) with 13743030v113743030v2 ​ respect to each commercial Letter of Credit, equal to a percentage the rate per annum separate equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth (10th) Business Day after the end of each fiscal quarter end of the Company March, June, September and December in the most recently- recently-ended quarterly period (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 Revolving Facility Maturity Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer Issuer, for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company shall pay directly to the applicable each L/C Issuer for its own account a fronting fee with respect to each Letter of Credit issued by it, at the rate of 1⁄4 of 1.00% per annum (but in no event less than $500 per annum for each Letter of Credit) (i) with respect to each commercial Trade Letter of Credit, equal to a percentage per annum separate agreed between computed on the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Trade Letter of Credit increasing the amount or extending the term of such Trade Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendmentamendment (provided that the $500 per annum minimum set forth in the previous parenthetical shall not apply to an amendment of a Trade Letter of Credit), and (iii) with respect to each standby Standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Standby Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth Business Day Dayfifteenth day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-endedrecently-ended quarterly period (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 Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of CreditCredit issued by it, equal to a percentage per annum separate agreed between at the Company and such L/C Issuer times rate of 0.125%, computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of CreditCredit issued by it, at the rate equal to 0.125% per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on 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). Such fronting fees described in clause (iii) shall be computed on a quarterly basis in arrears. Such fronting fee fees described in clause (iii) shall be due and payable no later than on the tenth last Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within ten (10) Business Days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account a fronting fee with respect to each Letter of Credit issued by it to the Borrower (i) with respect to each commercial Letter of Credit, at a rate per annum equal to a the percentage per annum separate separately agreed upon between the Company Borrower and such L/C Issuer times Issuer, computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate equal to 0.125% per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on 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). Such fronting fees shall be computed on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (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 Maturity Date and thereafter on demand. 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 1.061.09. Such fronting fees shall be due and payable 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. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued to the Borrower the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within ten (10) Business Days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer Issuer, for its own account account, a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage the rate per annum separate equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each ​ ​ standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth (10th) Business Day after the end of each fiscal quarter end of the Company March, June, September and December in the most recently- recently-ended quarterly period (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 Revolving Facility Maturity Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer Issuer, for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable relevant L/C Issuer for its own account account, in Dollars, a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage the greater of (A) $250.00 or (B) 1/8 of 1% per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such the relevant L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate greater of (A) $250.00 or (B) 1/8 of 1% per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on times the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth Business Day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-ended quarterly period (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 Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.061.09. In addition, the Company Borrower shall pay directly to the applicable relevant L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account account, in Dollars, a fronting fee (i) with respect to each commercial Letter of Credit, equal in the amount set forth in the Fee Letter to a percentage per annum separate agreed between the Company and which such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, is a party. Such fronting fee shall be due and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iiiA) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth Business Day after the end (10th) day of each fiscal January, April, July and October (for fronting fees accrued during the previous calendar quarter end of the Company in the most recently- ended quarterly period (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 Maturity L/C Expiration Date and thereafter on demanddemand and (B) with respect to each commercial Letter of Credit, on the date of issuance thereof (provided that, with respect to Existing Letters of Credit that are standby Letters of Credit, all accrued and unpaid fronting fees with respect to such Existing Letters of Credit shall be paid on the Closing Date in accordance with Section 5.01(h) and such Existing Letters of Credit shall be deemed issued on the Closing Date and shall accrue fronting fees from and after the Closing Date in accordance with this clause (ii)). For purposes of computing the daily amount available to be drawn undrawn Outstanding Amount under any Letter of Credit, the amount of such Letter of Credit shall be determined in accordance with Section 1.061.08. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee in Dollars (i) with respect to each commercial Commercial Letter of Credit issued by such L/C Issuer, at a rate per annum equal to 0.125% of the daily stated amount of such Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Commercial Letter of Credit issued by such L/C Issuer increasing the amount of such Letter of Credit, at a rate separately agreed between per annum equal to 0.125% of the Company and daily stated amount of such L/C IssuerLetter of Credit, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Financial Letter of CreditCredit issued by such L/C Issuer, at the a rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer0.125%, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth Business Day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-ended quarterly period (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 Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.061.09. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such each 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer Issuer, for its own account account, a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage the rate per annum separate equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth (10th) Business Day after the end of each fiscal quarter end of the Company March, June, September and December in the most recently- recently-ended quarterly period (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 Revolving Facility Maturity Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer Issuer, for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company shall pay directly to the applicable L/C Issuer for its own account account, in Dollars, a fronting fee (i) with respect to each commercial Letter of Credit, equal at the same rate as set forth in clause (iii) below for standby Letters of Credit or as otherwise separately agreed to a percentage per annum separate agreed between the Company and such L/C Issuer times Issuer, computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereofthereof unless otherwise agreed between the Company and such L/C Issuer, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a the same rate as applied in clause (i) above for the initial issuance of commercial Letters of Credit or as otherwise separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendmentamendment unless otherwise agreed between the Company and such L/C Issuer, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to specified in the percentage separately Fee Letter of the applicable institution acting as an L/C Issuer or as otherwise agreed upon between the Company and such L/C IssuerIssuer and the Company, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such The fronting fee referred to in clause (iii) above shall be due and payable no later than on the tenth last Business Day after the end of each fiscal quarter end or fiscal year of the Company in the most recently- ended respect of such quarterly period (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 (or, with respect to Existing Letters of Credit, the first such date to occur after the date hereof), on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.061.09. In addition, the Company shall pay directly to the applicable L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such the applicable L/C Issuer relating to letters Letters of credit Credit as from time to time in effect. Such customary fees and standard costs and charges are due and payable on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, at a rate per annum equal to a the percentage per annum separate separately agreed upon between the Company Borrower and such L/C Issuer times Issuer, computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth Business Day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-ended quarterly period (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 Maturity Revolving Termination Date and thereafter on demand. 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 1.061.7. In addition, the Company Borrower shall pay directly to the applicable L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower Agent shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing issued for the account of the Borrower Agent or any Restricted Subsidiary equal to 0.125% per annum (or such other lower amount of such Letter of Credit, at a rate separately as may be mutually agreed between by the Company Borrower(s) and such the applicable L/C Issuer, computed on the Dollar Equivalent ) of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the Dollar Equivalent of the daily maximum amount 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 such lesser fee as may be agreed with such L/C Issuer. Such fronting fees shall be computed on a quarterly basis in arrears. Such fronting fee fees shall be due and payable no later than in Dollars on the tenth last Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on written demand. 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 1.06. In addition, the Company Borrower Agent shall pay directly to the applicable L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued for the account of the Borrower Agent or any Restricted Subsidiary the customary and reasonable issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such the L/C Issuer relating to letters such Letters of credit Credit as from time to time in effect. Such customary fees and standard costs and charges are due and payable on within 30 days of written demand by the L/C Issuer setting forth in reasonable detail such costs and charges and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing issued by it for the account of the Borrower (whether for the benefit of the Borrower or its Subsidiaries) equal to 0.125% per annum (or such other lower amount of such Letter of Credit, at a rate separately as may be mutually agreed between by the Company Borrower and such the applicable L/C Issuer, computed on the Dollar Equivalent ) of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on the maximum Dollar Equivalent of the daily amount Amount available to be drawn under such Letter of Credit (whether or not such maximum Dollar Amount is then in effect under such Letter of Credit if such maximum Dollar Amount increases periodically pursuant to the terms of such Letter of Credit) or such lesser fee as may be agreed with such L/C Issuer. Such fronting fees shall be computed on a quarterly basis in arrears. Such fronting fee fees shall be due and payable no later than on the tenth last Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Date and thereafter on demand. For purposes earlier to occur of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit Expiration Date and the date on which the Revolving Credit Commitment of all Lenders shall be determined in accordance with Section 1.06terminated as provided herein. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued for the account of the Borrower (whether for the benefit of the Parent Borrower or its Subsidiaries) the customary and reasonable issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within 30 days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company shall pay directly to the applicable L/C Issuer for its own account account, in Dollars, a fronting fee (i) with respect to each commercial Letter of Credit, equal at the same rate as set forth in clause (iii) below for standby Letters of Credit or as otherwise separately agreed to a percentage per annum separate agreed between the Company and such L/C Issuer times Issuer, computed on the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereofthereof unless otherwise agreed between the Company and such L/C Issuer, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a the same rate as applied in clause (i) above for the initial issuance of commercial Letters of Credit or as otherwise separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendmentamendment unless otherwise agreed between the Company and such L/C Issuer, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to specified in the percentage separately Fee Letter of the applicable institution acting as an L/C Issuer or as otherwise agreed upon between the Company and such L/C IssuerIssuer and the Company, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such The fronting fee referred to in clause (iii) above shall be due and payable no later than on the tenth last Business Day after the end of each fiscal quarter end or fiscal year of the Company in the most recently- ended respect of such quarterly period (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 (or, with respect to Existing Letters of Credit, the first such date to occur after the Closing Date), on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.061.09. In addition, the Company shall pay directly to the applicable L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such the applicable L/C Issuer relating to letters Letters of credit Credit as from time to time in effect. Such customary fees and standard costs and charges are due and payable on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable L/C Issuer for its own account account, in Dollars, a fronting fee (i) with respect to each commercial Letter of CreditCredit issued for the Borrower’s account, equal to a percentage per annum separate at such rates as may be mutually agreed between by the Company Borrower and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereofIssuer, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at such rates as may be mutually agreed by the rate per annum equal to the percentage separately agreed upon between the Company Borrower and such L/C Issuer, computed on the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee pursuant to clauses (i) and (iii) above shall be due and payable no later than on the tenth last Business Day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-ended quarterly period (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 Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company Borrower shall pay directly to the applicable L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Creditissued by it, which shall accrue at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed 0.125% on the Dollar Equivalent of the daily maximum amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (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 Maturity Date and thereafter on demand. 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 1.061.09. Such fronting fees shall be due and payable in arrears on the date that is three Business Days after the 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. For purposes of determining the fronting fee applicable to any Letter of Credit denominated in an Alternative Currency (and not for any other purpose), the daily maximum amount available to be drawn under any Letter of Credit shall be determined on the basis of the Dollar Equivalent in effect on the first Business Day of each January, April, July and October and such Dollar Equivalent shall be used for determining the fronting fee with respect to each Letter of Credit which is outstanding at any time and during such calendar quarter and regardless of the issue date of such Letter of Credit. In addition, the Company Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account with respect to each Letter of Credit issued by it the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within 10 Business Days of demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company shall pay directly to the applicable L/C Issuer for its own account account, in Dollars, a fronting fee (i) with respect to each commercial Letter of Credit, equal to a percentage the greater of (A) $250.00 or (B) 1/8 of 1% per annum separate agreed between the Company and such L/C Issuer times the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (ii) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company Borrower and such the applicable L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate greater of (A) $250.00 or (B) 1/8 of 1% per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on times the Dollar Equivalent of the daily amount available to be drawn under such Letter of Credit on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than on the tenth Business Day after the end of each fiscal quarter end March, June, September and December in respect of the Company in the most recently- recently-ended quarterly period (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 (or in the case of Existing Letters of Credit, after the end of December, 2011), on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.061.09. In addition, the Company shall pay directly to the applicable L/C Issuer for its own account, in Dollars, the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to L/C Issuers. The Company U.S. Borrower shall pay directly to the applicable each L/C Issuer for its own account a fronting fee (i) with respect to each commercial Letter of Credit, Credit issued by it equal to a percentage 0.125% per annum (or such other amount as is agreed in a separate agreed writing between the Company and such relevant L/C Issuer times and the Dollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, (iiU.S. Borrower) with respect to any amendment of a commercial Letter of Credit increasing the amount of such Letter of Credit, at a rate separately agreed between the Company and such L/C Issuer, computed on the Dollar Equivalent of the amount of such increase, and payable upon the effectiveness of such amendment, and (iii) with respect to each standby Letter of Credit, at the rate per annum equal to the percentage separately agreed upon between the Company and such L/C Issuer, computed on 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 that in any event the minimum amount of any fronting fee payable in any twelve-month period for each Letter of Credit shall be not less than $500 (it being agreed that, on the day of issuance of any Letter of Credit and on each anniversary thereof prior to the termination or expiration of such Letter of Credit, if $500 will exceed the amount of the applicable fronting fee that will accrue with respect to such Letter of Credit for the immediately succeeding twelve-month period, the full $500 shall be payable on the date of issuance of such Letter of Credit and on each such anniversary thereof). Except as contemplated by the proviso contained in the immediately preceding sentence, such fronting fees shall be (x) computed on a quarterly basis in arrears. Such fronting fee shall be arrears and (y) due and payable no later than on the tenth first Business Day after the end of each fiscal quarter end of the Company in the most recently- ended quarterly period (or portion thereofMarch, in the case of the first payment)June, September and December, commencing with the first such date to occur after the issuance of such Letter of Credit, on the Maturity Letter of Credit Expiration Date and thereafter on demand. 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 1.06. In addition, the Company U.S. Borrower shall pay directly to the applicable each L/C Issuer for its own account, in Dollars, account the customary issuance, presentation, amendment and other processing fees, and other standard costs and charges, of such 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 on within ten (10) Business Days of demand and are nonrefundable.