Common use of Non-Utilization Fee Clause in Contracts

Non-Utilization Fee. On a quarterly basis and on the Termination Date, Buyer shall determine the average quarterly utilization during the preceding quarter (or with respect to the Termination Date, during the period from the date through which the last non-utilization fee calculation has been made to the Termination Date) by Seller by dividing (a) the sum of the Purchase Prices outstanding on each day during such period, by (b) the number of days in such period. If such average amount determined for any period as a percentage of the Committed Amount (the “Utilization Percentage”) is less than 30%, Seller shall pay to Buyer on the Payment Date on or immediately succeeding such date of calculation or Termination Date, as applicable, a non-utilization fee equal to the product of (i) 0.15% per annum, times (ii) the Committed Amount, times (iii) 1 minus the Utilization Percentage (the “Non-Utilization Fee”). If the Utilization Percentage in any period is greater than or equal to 30%, Buyer shall not be paid a Non-Utilization Fee for that period. All payments shall be made to Buyer in Dollars, in immediately available funds, without deduction, setoff or counterclaim. Buyer may, in its sole discretion, net such Non-Utilization Fee from the proceeds of any Purchase Price paid to any Seller.

Non-Utilization Fee. On a quarterly basis and on the Termination Date, Buyer shall determine the average quarterly utilization during the preceding quarter (or with respect to the Termination Date, during the period from the date through which the last non-utilization fee calculation has been made to the Termination Date) by Seller by dividing (a) the sum of the Purchase Prices outstanding on each day during such period, by (b) the number of days in such period. If such average amount determined for any period as a percentage of the Committed Amount (the “Utilization Percentage”) is less than 30%, Seller shall pay to Buyer on the Payment Date on or immediately succeeding such date of calculation or Termination Date, as applicable, a non-utilization fee equal to the product of (i) 0.15% [***] per annum, times (ii) the Committed Amount, times (iii) 1 minus the Utilization Percentage (the “Non-Utilization Fee”). If the Utilization Percentage in any period is greater than or equal to 30%, Buyer shall not be paid a Non-Utilization Fee for that period. All payments shall be made to Buyer in Dollars, in immediately available funds, without deduction, setoff or counterclaim. Buyer may, in its sole discretion, net such Non-Utilization Fee from the proceeds of any Purchase Price paid to any Seller.

Non-Utilization Fee. On a quarterly basis and on the Termination Date, Buyer shall determine the average quarterly utilization during the preceding quarter (or with respect to the Termination Date, during the period from the date through which the last non-utilization fee calculation has been made to the Termination Date) by Seller by dividing (a) the sum of the Purchase Prices outstanding on each day during such period, by (b) the number of days in such period. If such average amount determined for any period as a percentage of the Committed Amount (the “Utilization Percentage”) is less than 30%, Seller shall pay to Buyer on the Payment Date on or immediately succeeding such date of calculation or Termination Date, as 28 applicable, a non-utilization fee equal to the product of (i) 0.15% per annum, times (ii) the Committed Amount, times (iii) 1 minus the Utilization Percentage (the “Non-Utilization Fee”). If the Utilization Percentage in any period is greater than or equal to 30%, Buyer shall not be paid a Non-Utilization Fee for that period. All payments shall be made to Buyer in Dollars, in immediately available funds, without deduction, setoff or counterclaim. Buyer may, in its sole discretion, net such Non-Utilization Fee from the proceeds of any Purchase Price paid to any Seller.

Non-Utilization Fee. On a quarterly basis the Payment Dates in May, August, November and February and on the Termination Date, Buyer the Lender shall determine the average quarterly utilization during the preceding quarter three calendar months (or with respect to the Termination Date, during the period from the date through which the last non-utilization fee calculation has been made to the Termination Date) by Seller the Borrower by dividing (a) the sum of the Purchase Prices Advances outstanding on each day during such period, period by (b) the number of days in such period. If such average amount determined for any period as a percentage of the Committed Amount Maximum Credit (the “"Utilization Percentage”") is less than 3050% (or, with respect to the second quarter following the effective date of the Facility, 25%, Seller ) the Borrower shall pay to Buyer the Lender on the such Payment Date on or immediately succeeding such date of calculation or Termination Date, as applicable, a non-utilization fee equal to the product of (i) 0.150.25% per annum, times (ii) the Committed AmountMaximum Credit, times (iii) 1 minus the Utilization Percentage (the “"Non-Utilization Fee”). If the Utilization Percentage in any period is greater than or equal to 30%, Buyer shall not be paid a The Non-Utilization Fee for that periodshall not be payable with respect to the first quarter following the effective date. All payments shall be made to Buyer the Lender in Dollars, in immediately available funds, without deduction, setoff or counterclaim. Buyer The Lender may, in its sole discretion, net such Non-Utilization Fee from the proceeds of any Purchase Price Advance made to the Borrower hereunder, if not previously paid by the Borrower. Notwithstanding the foregoing, the Borrower shall not be required to pay the Non-Utilization Fee during any Sellerperiod during which the Lender has invoked its right not to lend pursuant to Section 5.02(i).