Common use of Commitment Fee Clause in Contracts

Commitment Fee. The Borrowers shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate for the Commitment Fee (as shown in the definition of Applicable Rate) times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.16. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate aggregate Revolving Credit Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate for the Commitment Fee during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate for the Commitment Fee separately for each period during such quarter that such new Applicable Rate for the Commitment Fee was in effect.

Commitment Fee. The Borrowers shall Borrower agrees to pay to the Administrative Agent, Agent for the account of each Lender (other than any Defaulting Lender as long as it is a Defaulting Lender) in accordance with its Applicable Pro Rata Revolving Percentage, a commitment fee (the a “Commitment Fee”) in dollars in an amount computed on a daily basis equal to the product of (i) the Applicable Commitment Fee Rate per annum then in effect, times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed exceeds the sum of (A) the Outstanding Amount outstanding amount of Revolving Loans and Loans, plus (B) the Outstanding Amount outstanding amount of L/C LC Obligations, subject to adjustment as provided in Section 2.15. For 2.20 (and, for the avoidance of doubt, the Outstanding Amount outstanding amount of Swing Line Swingline Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the any Commitment Fee). The Commitment Fee Fees shall accrue at all times be payable during the Availability Period, period from and including at any time during the Closing Date to but excluding the date on which one or more of the conditions in Article V is not met, and such Revolving Commitment terminates. Accrued Commitment Fees shall be due and payable quarterly in arrears (1) on the last Business Day of each March, June, September and DecemberDecember of each year, commencing with on the first such date to occur after the Closing Date, and (2) on the last day of the Revolving Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount (3) thereafter on demand. Commitment Fees shall be computed on the basis of a year of 360 days and multiplied by shall be payable for the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effectactual number of days elapsed (including the first day but excluding the last day).

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate with respect to Commitment Fees times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Committed Loans and (B) the Outstanding Amount of L/C ObligationsObligations (but excluding, subject to adjustment as provided in Section 2.15. For for the avoidance of doubt, the Outstanding Amount of Swing Line Loans); provided, however that any commitment fee accrued with respect to the Commitment of a Lender that has failed to fund any portion of the Committed Loans required to be funded by it hereunder within one Business Day of the date required to be funded by it hereunder shall not be counted towards or considered usage of payable by the Aggregate Revolving Commitments for purposes of determining the Commitment FeeBorrower until such time as such failure has been cured. The Commitment Fee commitment fees shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is IV are not met, and shall be due and payable quarterly in arrears on the last tenth Business Day of after each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fees shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender (other than a Defaulting Lender) in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate for commitment fees times (ii) the actual daily amount by which the Commitment Fee Revolving Credit Aggregate Revolving Commitments exceed exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Commitment Fee Revolving Credit Aggregate Revolving Commitments for purposes of determining the Commitment Feecommitment fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. (i) The Borrowers Company shall pay to the Administrative Agent, for the account of each Revolving A Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving A Commitments exceed the sum of (Ay) the Outstanding Amount of Revolving A Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving A Commitments for purposes of determining the Commitment Fee. commitment fee. (ii) The Commitment Fee Company shall pay to the Administrative Agent, for the account of each Revolving B Lender in accordance with its Applicable Percentage, a commitment fee in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving B Commitments exceed the Outstanding Amount of all Revolving B Loans. (iii) The commitment fees described in clauses (i) and (ii) shall accrue at all times during the applicable Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the applicable Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay in Dollars to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentagePro Rata Share of all Commitments, a an unused commitment fee (the “Commitment Fee”) equal to the product of (i) fee, which shall accrue at the Applicable Rate times (ii) set forth under the column “Applicable Rate for Commitment Fee” multiplied by the actual daily amount by which of the Aggregate Revolving Commitments exceed unused Commitment of such Lender during the sum period from the Closing Date to the Maturity Date. For purposes of (A) computing commitment fees with respect to the Outstanding Amount Commitments, the Commitment of each Lender shall be deemed used to the extent of the outstanding Revolving Loans and (B) the Outstanding Amount of L/C ObligationsExposure, subject to adjustment as provided in Section 2.15but not Swingline Exposure, of such Lender. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and Accrued commitment fees shall be due and payable quarterly in arrears on the last Business Day of each MarchJanuary, JuneApril, September July and DecemberOctober, commencing with the first such date to occur after the Closing Dateon January 31, 2018 and on the last day of the Availability PeriodMaturity Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. The commitment fee shall accrue at all times, including at any time during which one or more of the conditions in Article IV is not met.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable PercentagePercentage (with respect to the Revolving Facility), a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Company shall pay to the Administrative Agent, Agent for the account of each (i) U.S. Revolving Credit Lender in accordance with its Applicable Percentage, a commitment fee (the “U.S. Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate U.S. Revolving Commitments exceed Credit Facility exceeds the sum of (A) the Outstanding Amount of U.S. Revolving Credit Loans and (B) the Outstanding Amount of L/C Obligations; and (ii) Global Revolving Credit Lender in accordance with its Applicable Percentage, subject a commitment fee (the “Global Commitment Fee”) in Dollars equal to adjustment as provided in Section 2.15the Applicable Rate times the actual daily amount by which the Global Revolving Credit Facility exceeds the Outstanding Amount of Global Revolving Credit Loans. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of taken into consideration in determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender with a Revolving Commitment in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ay) the Outstanding Amount of Revolving Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Feecommitment fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Initial Funding Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers shall Borrowers, jointly and severally, agree to pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate for the Commitment Fee times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Committed Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee2.18. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of Maturity Date or any earlier date on which the Availability PeriodRevolving Commitments shall terminate. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of computing the Commitment Fee, Swing Line Loans shall not be counted towards or considered usage of the Aggregate Commitments.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable Revolving Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and Loans, plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Swingline Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments Facility for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last seventh (7th) Business Day following the end of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers shall Borrower agrees to pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of on such Lender’s Unused Commitment (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligationsprovided that, subject to adjustment as provided in Section 2.15. For for the avoidance of doubt, and without duplication, such Lender’s Unused Commitment shall be calculated exclusive of such Lender’s Swingline Exposure and, if such Lender is the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of Swingline Lender, without giving effect to the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not metSwingline Advances, and in no event shall be due the aggregate of such Commitment Fees exceed an amount calculated based on the product of (a) the aggregate Revolving Credit Commitments minus the aggregate principal amount of all Revolving Advances and aggregate L/C Obligations and (b) the Applicable Rate for Commitment Fees) from the Effective Date in the case of each Initial Lender and from the effective date specified in the Assumption Agreement or in the Assignment and Assumption pursuant to which it became a Lender in the case of each other Lender until the Termination Date at a rate per annum equal to the Applicable Rate for Commitment Fees in effect from time to time, payable quarterly in arrears quarterly on the last Business Day day of each March, June, September and December, commencing with the first such date to occur after the Closing DateJune 30, 2021, and on the last day of the Availability Period. The Termination Date, provided that no Commitment Fee shall be calculated quarterly in arrears, and if there is any change in accrue with respect to the Applicable Rate during any quarter, the actual daily amount Unused Commitment of an Affected Lender so long as such Lender shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effectan Affected Lender.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable Revolving Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Swingline Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments Facility for purposes of determining the Commitment Feecommitment fee, except to the extent the Outstanding Amount of Swingline Loans has been refinanced with a Revolving Borrowing in accordance with Section 2.04. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Facility. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. (i) The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender (subject to Section 2.16(a)(iii) with respect to Defaulting Lenders) in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee2.16. The Commitment Fee commitment fee with respect to the Revolving Credit Facility shall accrue at all times during the Availability PeriodPeriod with respect to the Revolving Credit Facility, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the tenth Business Day after the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. Period for the Revolving Credit Facility. (ii) The Commitment Fee commitment fees set forth in clause (i) above shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the such Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender with a Revolving Commitment in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each MarchFebruary, JuneMay, September August and DecemberNovember, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable Revolving Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Committed Revolving Loans and Loans, plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.16. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability PeriodPeriod for the Aggregate Revolving Commitments, including at any time during which one or more of the conditions in Article V Section 4.02 is not met, and shall be due and payable quarterly in arrears on the last Business Day of each MarchApril, JuneJuly, September October and DecemberJanuary, commencing with the first such date to occur after the Closing Effective Date, and on the last day of the Availability PeriodPeriod for the Aggregate Revolving Commitments. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Parent Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) multiplied by the actual daily amount by which of the unused portion of the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C ObligationsCommitments, subject to adjustment as provided in Section 2.15. For 2.16; provided that the avoidance amount of doubt, the Outstanding Amount of outstanding Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes the purpose of determining calculating the Commitment Feecommitment fee. The Commitment Fee commitment fee for each Lender shall accrue at all times during from the Availability PeriodClosing Date (or such later date as such Lender becomes party hereto, including at any time during which one or more of as applicable) until the conditions in Article V is not met, Maturity Date for such Lender and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodMaturity Date for such Lender. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. The commitment fee shall accrue at all times, including at any time during which one or more of the conditions in Article IV is not met.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable PercentagePercentage of the Aggregate Revolving Commitments, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving Commitments.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Revolving Lender (other than a Defaulting Lender) in accordance with its Applicable PercentagePercentage of the Aggregate Revolving Commitments, a commitment fee (the “Commitment Fee”) calculated on a per annum basis equal to the product of (i) the Applicable Rate Commitment Fee Percentage times (ii) the actual daily amount averages by which the Aggregate Revolving Commitments (excluding the Revolving Commitment of any Defaulting Lender) exceed the sum of (A) the Outstanding Amount of Total Revolving Loans and (B) the Outstanding Amount of L/C ObligationsExposure; provided, subject to adjustment as provided in Section 2.15. For the avoidance of doubtthat, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of calculating any Commitment Fee hereunder, such Commitment Fee shall be calculated without giving effect to automatic increases to the Stated Amount of Letters of Credit which have not yet occurred when determining the Commitment FeeTotal Revolving Exposure. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last first Business Day after the end of each March, June, September and Decembercalendar quarter, commencing with the first such date to occur after the Closing DateDate (i.e., July 1, 2020), and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change . Outstanding Swing Line Loans will not be considered in the Applicable Rate during any quarter, calculation of the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effectCommitment Fee.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Fee Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (A) the Outstanding Amount of Revolving Credit Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.16. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V 4 is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Fee Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Fee Rate separately for each period during such quarter that such new Applicable Fee Rate was in effect.

Commitment Fee. The Co-Borrowers shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate for Commitment Fee times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Committed Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee2.16. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of computing the commitment fee, Swing Line Loans shall not be counted towards or considered to be usage of the Aggregate Commitments.

Commitment Fee. The Accruing at all times from the Closing Date until the Maturity Date (and without regard to whether the conditions to making Revolving Credit Loans are then met), the Revolving Borrowers shall agree to pay to the Administrative Agent, Agent for the account of each Lender in accordance with according to its Applicable PercentageRatable Share, a nonrefundable commitment fee in Dollars (the “Commitment Fee”) equal to the product Applicable Commitment/Ticking Fee Rate (computed on the basis of a year of three hundred sixty five (365) or three hundred sixty six (366) days, as the case may be, and actual days elapsed) multiplied by the average daily difference between the amount of (i) the Applicable Rate times Revolving Credit Commitments and (ii) the actual daily Revolving Facility Usage (computed to exclude therefrom the full amount by of the outstanding Swing Loans); provided, however, that no Defaulting Lender shall be entitled to receive any Commitment Fee for any period during which that Lender is a Defaulting Lender (and the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans Borrowers shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The required to pay any such Commitment Fee shall accrue at that otherwise would have been required to have been paid to that Defaulting Lender). Subject to the proviso in the directly preceding sentence, all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and Commitment Fees shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Payment Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers shall Borrower agrees to pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Pro Rata Share Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate Percentage times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Total Commitment exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans Advances and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.158.16 (the “Commitment Fee”). For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be be, but the Outstanding Amount of L/C Obligations shall be, counted towards or considered usage of the Aggregate Revolving Total Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Periodperiod from the Effective Date until the Termination Date, including at any time during which one or more of the conditions in Article V III is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and DecemberDecember (each, a “Commitment Fee Payment Date”), commencing with the Commitment Fee Payment Date first such date to occur occurring after the Closing Effective Date, and on the last day of the Availability PeriodTermination Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Percentage separately for each period during such quarter that such new Applicable Rate Percentage was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Fee Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the relevant Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Fee Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Fee Rate separately for each period during such quarter that such new Applicable Fee Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed exceeds the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving Commitments.

Commitment Fee. The Borrowers Company shall pay to the Administrative Agent, for the account of each Revolving Lender in accordance with its Applicable Percentage, a commitment com-mitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of all Revolving Loans and plus (B) the Outstanding Amount of all L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee2.18. The Commitment Fee shall accrue at all times during the Availability PeriodPeriod (and thereafter so long as any Revolving Loans, Swing Line Loans or L/C Obligations remain outstanding), including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly quar-terly in arrears on the last Business Day of each March, June, September and December, commencing com-mencing with the first such date to occur after the Closing Initial Funding Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be con-sidered outstanding for purposes of determining the unused portion of the Aggregate Revolving Commitments.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable PercentageRevolving Credit Lender, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate Margin times (ii) the actual daily amount by which the Aggregate aggregate Revolving Credit Commitments exceed exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C LC Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Swingline Loans shall not be counted towards or considered usage of the Aggregate aggregate Revolving Credit Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Revolving Credit Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and Decembercalendar quarter, commencing with the first such date to occur after the Closing Dateon December 30, 2016, and on the last day of the Revolving Credit Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Margin during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Margin separately for each period during such quarter that such new Applicable Rate Margin was in effect. The Commitment Fee shall be distributed by the Administrative Agent to the Revolving Credit Lenders in accordance with their respective Applicable Revolving Credit Percentages, subject to adjustment as provided in Section 2.15.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Revolving Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Committed Amount exceeds the sum of (A) the Outstanding Amount of Revolving Loans and Loans, plus (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V Section 5.02 is not met, and shall be (1) computed on a quarterly basis in arrears and (2) due and payable quarterly in arrears on the last fifth (5th) Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodRevolving Maturity Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving Committed Amount. Notwithstanding anything to the contrary contained herein Defaulting Lenders shall not be entitled to the Commitment Fee as provided in Section 2.15.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate for the Commitment Fee times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Committed Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee2.18. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod (or any earlier date on which the Aggregate Commitments shall terminate). The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of computing the Commitment Fee, Swing Line Loans shall not be counted towards or considered usage of the Aggregate Commitments.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable PercentagePercentage of the Revolving Credit Facility, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Credit Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.14. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Credit Commitments for purposes of determining the Commitment Feecommitment fee. The Commitment Fee commitment fee shall accrue at all times during commencing on the Closing Date and through the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Subject to Section 2.15(a)(iii)(A), the Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable PercentageRevolving Commitment Percentage thereof, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate Percentage times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) the Outstanding Amount of L/C ObligationsObligations (and, subject to adjustment as provided in Section 2.15. For for the avoidance of doubt, the Outstanding Amount of Swing Line Swingline Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee). The Commitment Fee shall accrue at all times during the Availability Commitment Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day tenth (10th) day of each MarchJanuary, JuneApril, September July and DecemberOctober (for the Commitment Fee accrued during the previous calendar quarter), commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodRevolving Termination Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Percentage separately for each period during such quarter that such new Applicable Rate Percentage was in effect.

Commitment Fee. The Borrowers Company shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate for the commitment fee times (ii) the actual daily amount by which the Aggregate Revolving Commitments Facilities Commitment exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage aggregate outstanding amount of the Aggregate Revolving Commitments for purposes of determining Loans plus the Commitment FeePurchasers’ Investment. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V Section 4 is not met, shall be calculated on the basis of a 360-day year and the actual number of days elapsed and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Effective Date, and on the last day Termination Date; provided that in connection with any reduction or termination of the Availability PeriodAggregate Facilities Commitment pursuant to Section 2.04, the accrued fee calculated on the portion so terminated or reduced for the period ending on such date shall also be paid on the date of such reduction or termination. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable Revolving Percentage, a commitment fee in Dollars (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Swingline Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last first Business Day of each MarchJanuary, JuneApril, September July and DecemberOctober, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrowers, jointly and severally, shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Credit Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.16. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Credit Commitments for purposes of determining the Commitment Feecommitment fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ay) the Outstanding Amount of Revolving Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not metsatisfied (or waived in accordance with Section 11.01), and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur full fiscal quarter ending after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swingline Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving Commitments.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate Margin times (ii) the actual daily amount by which the Aggregate aggregate Revolving Credit Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Loans and Credit Loans, (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, Obligations and (iii) the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment FeeLoans. The Commitment Fee commitment fee shall accrue at all times during from the Availability Perioddate hereof until the date on which the Aggregate Revolving Credit Commitments have terminated, the Outstanding Amounts on all Committed Loans and Swing Line Loans have been paid and the Outstanding Amounts on all L/C Obligations have been paid or Cash Collateralized (the “Termination Date”), including at any time during which one or more of the conditions in Article V 4 is not met, and shall be due and payable quarterly in arrears on the last first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing DateOctober 1, 2008, and on the last day of the Availability PeriodTermination Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Margin during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Margin separately for each period during such quarter that such new Applicable Rate Margin was in effect.

Commitment Fee. The Borrowers (jointly and severally) shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Committed Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee2.18. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. Such fees shall be fully earned when due and payable and shall not be refundable for any reason whatsoever.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, a commitment fee in Dollars (i) for the account of each Domestic Lender in accordance with its Applicable Percentage, at a commitment fee (the “Commitment Fee”) rate per annum equal to the product of (iA) the Applicable Rate times (iiB) the actual daily amount by which the Aggregate Domestic Revolving Commitments exceed the sum of (A1) the Outstanding Amount of Domestic Revolving Loans and (B2) the Outstanding Amount of L/C ObligationsObligations and (ii) the account of each Euro Lender in accordance with its Applicable Percentage, subject at a rate per annum equal to adjustment as provided in Section 2.15. For the avoidance product of doubt, (A) the Applicable Rate times (B) the actual daily amount by which the Aggregate Euro Revolving Commitments exceed the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Euro Revolving Commitments for purposes of determining the Commitment FeeLoans. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Domestic Revolving Commitments.

Commitment Fee. The Borrowers KBR shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate with respect to the Commitment Fee times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (A) the Outstanding Amount of Revolving Credit Loans and (B) the Outstanding Amount of L/C ObligationsObligations under the Revolving Credit Facility, subject to adjustment as provided in Section 2.15. For 2.17 (for the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Credit Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the relevant Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Revolving Borrowers shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate for Commitment Fees times (ii) the actual daily amount by which the Aggregate Revolving Credit Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee2.16. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving Credit Commitments.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Paying Agent for the account of the Revolving Credit Lenders a commitment fee, from the Effective Date in the case of each Initial Lender (and from the effective date specified in the Assignment and Assumption pursuant to which it became a Lender in accordance with its Applicable Percentagethe case of each other Lender) until the Termination Date, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears quarterly on the last Business Day day of each March, June, September and December, commencing with the first such date to occur after the Closing Dateon June 30, 2007 and on the last day Termination Date, at the rate of (i) on the Effective Date, 0.125% per annum and (ii) thereafter, at a rate per annum equal to the Applicable Percentage, in each case on the average daily portion of the Availability Period. The sum of each Revolving Credit Lender’s Unused Revolving Credit Commitment Fee plus its Pro Rata Share of the Swing Line Reserve during such period; provided, however, that any commitment fee accrued with respect to any of the Commitments of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be calculated quarterly in arrears, a Defaulting Lender except to the extent that such commitment fee shall otherwise have been due and if there is payable by the Borrower prior to such time; and provided further that no commitment fee shall accrue on any change in of the Applicable Rate during any quarter, the actual daily amount Commitments of a Defaulting Lender so long as such Lender shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effecta Defaulting Lender.

Commitment Fee. (a) The Borrowers shall Company agrees to pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable PercentageMulti-Currency Lender, a commitment fee (from and including the “Commitment Fee”) Effective Date in the amount equal to the product Commitment Fee Rate on the amount equal to the Commitment Percentage of (i) such Multi-Currency Lender multiplied by the Applicable Rate times (ii) the actual average daily amount by which the Aggregate Revolving Commitments exceed Commitment exceeds the sum Aggregate Actual Outstanding Multi-Currency Extensions of Credit (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount without taking into account any amount of Swing Line Loans from time to time outstanding) during the period for which such fee is payable. (b) Each commitment fee owing pursuant to Section 7.13(a) shall be payable, in arrears, (x) for each fiscal quarter of the Company (or portion thereof) following the Effective Date, on the date which is two Business Days following the last day of each such fiscal quarter (commencing on June 30, 2011); provided, however, that if the Company shall not be counted towards or considered usage have received from the Administrative Agent the documentation supporting calculations of such commitment fee prior to such date, then, on the date which is two Business Days after the date of the Aggregate Revolving Commitments for purposes Company’s receipt from the Administrative Agent of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, such supporting documentation and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and (y) on the last day of the Availability Commitment Period. The Commitment Fee shall . (c) Notwithstanding anything herein to the contrary, during such period as a Lender is a Defaulting Lender, such Defaulting Lender will not be calculated quarterly in arrearsentitled to any fees accruing during such period pursuant to clause (a), and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.Section

Commitment Fee. The Borrowers Company shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) at a rate per annum equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ay) the Outstanding Amount of Revolving Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last fifth Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing Effective Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee shall be calculated quarterly in arrearsarrears for the period beginning on the first calendar day of the quarter ended immediately prior to the date of payment and ending on the last calendar day of such quarter, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Credit Commitments exceed exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.16. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Credit Commitments for purposes of determining the Commitment Feecommitment fee. The Commitment Fee commitment fee shall accrue at all times during the Availability PeriodPeriod with respect to the Revolving Credit Facility, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender with a Revolving Commitment, in accordance with its Applicable Revolving Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each MarchFebruary, JuneMay, September August and DecemberNovember, commencing with the first such date to occur after the Closing Initial Funding Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentagePercentage (with respect to the Revolving Facility), a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Swingline Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments Facility for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Revolving Lender in accordance with its Applicable PercentagePercentage in respect of the Revolving Facility, a commitment fee (the “Commitment Fee”) equal to the product then-applicable percentage (per annum) set forth under the column “Commitment Fee” in the definition of (i) the “Applicable Rate Rate”, times (ii) the actual daily amount by which the Aggregate aggregate Revolving Commitments of such Revolving Lender exceed the sum aggregate Revolving Credit Exposures of (A) the Outstanding Amount of such Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment FeeLender. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day fifteenth day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and ending on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in such “Commitment Fee” percentage pursuant to the definition of “Applicable Rate Rate” during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate such “Commitment Fee” percentage separately for each period during such quarter that such new Applicable Rate ”Commitment Fee” percentage was in effect.

Commitment Fee. The Borrowers shall pay to the Administrative Agent, for the account of each Lender Lender, in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) Applicable Margin times the Applicable Rate times (ii) the actual average daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly monthly in arrears on the last Business Day first calendar day of each March, June, September and Decembermonth, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period; provided, however, that no Commitment Fee shall accrue on the Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender. The Commitment Fee shall be calculated quarterly monthly in arrears, and if there is any change in the Applicable Rate Margin during any quartermonth, the actual average daily amount shall be computed and multiplied by the Applicable Rate Margin separately for each period during such quarter month that such new Applicable Rate Margin was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Fee Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee2.16. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Fee Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Fee Rate separately for each period during such quarter that such new Applicable Fee Rate was in effect. For the avoidance of doubt, Swing Line Loans shall not be considered outstanding for purposes of determining the Outstanding Amount of Revolving Credit Loans.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate for the Commitment Fee times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate for the Commitment Fee during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate for the Commitment Fee separately for each period during such quarter that such new Applicable Rate for the Commitment Fee was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Fee Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.17. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the relevant Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Fee Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Fee Rate separately for each period during such quarter that such new Applicable Fee Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Commitment Fee Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum Total Outstandings; provided, that the outstanding amount of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line any Swingline Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments included in Total Outstandings for purposes of determining calculating the commitment fee pursuant to this Section 2.6(b); provided, further, that no commitment fee shall be payable on the Commitment Feeof a Lender to the extent and for so long as such Lender is a Defaulting Lender. The Commitment Fee commitment fee shall accrue at all times on such amount during the Availability Period, including at any time during which one or more of the conditions in Article V IX is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Effective Date, and on the last day expiration of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Commitment Fee Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Commitment Fee Rate separately for each period during such quarter that such new Applicable Commitment Fee Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Fee Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans (excluding Swing Line Loans) and (Bii) the Outstanding Amount of L/C Obligations; provided, subject to adjustment as provided in Section 2.15. For the avoidance of doubthowever, the Outstanding Amount of Swing Line Loans that no commitment fee shall not be counted towards or considered usage accrue on any of the Aggregate Revolving Commitments for purposes of determining the Commitment Feea Defaulting Lender so long as such Lender shall be a Defaulting Lender. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and Decemberfiscal quarter of the Borrower, commencing with on the first such date day to occur after the Closing Amendment and Restatement Effective Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentageRevolving Credit Lender, a non-refundable commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate with respect to Commitment Fees times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum Credit Commitment of (A) such Lender exceeds the Outstanding Amount of such Lender’s Revolving Credit Loans and (B) such Lender’s Pro Rata Share of the Outstanding Amount of L/C ObligationsObligations (but excluding, subject to adjustment as provided in Section 2.15. For for the avoidance of doubt, the Outstanding Amount of Swing Line Loans (unless such Revolving Credit Lender has refinanced such Swing Line Loan with a Base Rate Loan in accordance with Section 2.04(c)(i) or funded a participation with regards to such Swing Line Loan in accordance with Section 2.04(c)(ii))); provided, however that no commitment fee shall not be counted towards or considered usage accrue with respect to the Revolving Credit Commitment of the Aggregate Revolving Commitments for purposes of determining the Commitment Feean Impacted Lender during any period that it is an Impacted Lender until such time as such failure has been cured (as determined in accordance with Section 2.03(a)(ix)). The Commitment Fee commitment fees shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is IV are not met, and shall be due and payable quarterly in arrears on the last Business Day of each MarchMarch 31, JuneJune 30, September 30 and DecemberDecember 31, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fees shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Commitment Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate Percentage times (ii) the actual daily amount by which the Aggregate aggregate Revolving Commitments exceed Committed Amount exceeds the sum of (Ax) the Outstanding Amount of Revolving Loans and (By) the Outstanding Amount of L/C LOC Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee3.19. The Commitment Fee fee shall accrue at all times during from the Availability PeriodClosing Date until the Maturity Date (and thereafter so long as any Revolving Loans, Swingline Loans or LOC Obligations remain outstanding), including at any time during which one or more of the conditions in Article V Section 5.2 is not met, and shall will be due and payable quarterly in arrears on the last first Business Day following the last day of each March, June, September and DecemberDecember for the immediately preceding quarter (or a portion thereof), commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodMaturity Date (and, if applicable, thereafter on demand). The Commitment Fee commitment fee shall be calculated at a per annum rate quarterly in arrears, and if there is any change in the Applicable Rate Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Percentage separately for each period during such quarter that such new Applicable Rate Percentage was in effect. For purposes of clarification, Swingline Loans shall not be considered outstanding for purposes of determining the unused portion of the aggregate Revolving Committed Amount.

Commitment Fee. The Borrowers SEI shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable Revolving Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Credit Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and Decemberfiscal quarter of SEI, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodRevolving Credit Maturity Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. Notwithstanding the foregoing, so long as any Revolving Lender fails to make available any portion of its Revolving Credit Commitment when requested, such Revolving Lender shall not be entitled to receive payment of its pro rata share of such fee until such Revolving Lender shall make available such portion.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Committed Loans and (Bii) the Outstanding Amount of 4901-7167-4261.21 L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt2.16 (such fee, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the “Commitment Fee”). The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Commitments for purposes of determining the commitment fee.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable PercentagePro Rata Revolving Share, a commitment fee (the “"Commitment Fee”") equal to the product of (i) the Applicable Rate Margin times (ii) the actual daily amount by which the Aggregate Revolving Credit Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during from the Availability Period, including at any time during which one or more of Closing Date until the conditions in Article V is not met, Revolving Credit Maturity Date and shall be due and payable quarterly in arrears on the last Business Day calculated as of each March, June, September and DecemberQuarterly Fee Calculation Date, commencing with the first such date to occur after the Closing Date, and shall be due and payable on the last day of respective Quarterly Fee Payment Date for each such Quarterly Fee Calculation Date, and on the Availability PeriodRevolving Credit Maturity Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Margin during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Margin separately for each period during such quarter that such new Applicable Rate Margin was in effect. The Commitment Fee shall accrue at all times, including at any time during which one or more of the conditions in Article IV is not met.

Commitment Fee. The Borrowers Company shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) at a rate per annum equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ay) the Outstanding Amount of Revolving Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last fifth Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee shall be calculated quarterly in arrearsarrears for the period beginning on the first calendar day of the quarter ended immediately prior to the date of payment and ending on the last calendar day of such quarter, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving Commitments.

Commitment Fee. The Borrowers shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Revolving Applicable Percentage, a commitment fee (the “Commitment Fee”) calculated on a per annum basis equal to the product of (i) the Applicable Rate Commitment Fee Percentage times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly monthly in arrears on the last Business Day first calendar day after the end of each March, June, September and Decembermonth, commencing with the first such date to occur after the Closing First Amendment Effective Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly monthly in arrears, and if there is any change in the Applicable Rate Commitment Fee Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Commitment Fee Percentage separately for each period during such quarter that such new Applicable Rate Commitment Fee Percentage was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender (other than a Defaulting Lender as set forth in Section 2.16) in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Fee Rate times (ii) the actual daily amount by which the Aggregate U.S. Revolving Commitments exceed Credit Facility or the Alternative Revolving Credit Facility, as applicable, exceeds the sum of (Ai) the Outstanding Amount of the relevant Revolving Credit Loans and (Bii) in the case of the U.S. Revolving Credit Facility, the Outstanding Amount of the U.S. L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee2.16. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, Restatement Effective Date and on the last day of the Availability PeriodPeriod for the relevant Revolving Credit Facility. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Fee Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Fee Rate separately for each period during such quarter that such new Applicable Fee Rate was in effect. For the avoidance of doubt, U.S. Swing Line Loans shall not be counted towards the Outstanding Amount of any Revolving Credit Loans or any U.S. L/C Obligations.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender Bank in accordance with its Applicable Commitment Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Commitment Fee Rate times (ii) TIMES the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) (x) the Outstanding Amount of L/C ObligationsObligations MINUS (y) all then outstanding Unreimbursed Drawings; PROVIDED, subject HOWEVER, that any commitment fee accrued with respect to adjustment as provided in Section 2.15. For any of the avoidance Commitments of doubt, a Defaulting Bank during the Outstanding Amount of Swing Line Loans period prior to the time such Bank became a Defaulting Bank and unpaid at such time shall not be counted towards or considered usage payable by the Borrower so long as such Bank shall be a Defaulting Bank except to the extent that such commitment fee shall otherwise have been due and payable by the Borrower prior to such time; and PROVIDED FURTHER that no commitment fee shall accrue on any of the Aggregate Revolving Commitments for purposes of determining the Commitment Feea Defaulting Bank so long as such Bank shall be a Defaulting Bank. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V ARTICLE 3 is not met, and . Accrued fees under this Section shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, Quarterly Payment Date commencing with the first such date to occur after the Closing Date, Effective Date and on upon the last day date of termination of the Availability Period. The Commitment Fee shall be calculated quarterly Commitments in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effecttheir entirety.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “"Commitment Fee”") in an amount equal to the product of (iA) the Applicable Rate percent set forth in the Pricing Grid under the column entitled "Commitment Fee" as applicable from time to time based on the applicable Pricing Level (determined based on the Borrower's Debt Rating from time to time) times (iiB) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Feeon each such day. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and DecemberDecember prior to the Revolving Loan Maturity Date, and on the Revolving Loan Maturity Date, commencing with the first such quarterly date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Debt Rating during any quarter, the actual daily amount Commitment Fee shall be computed and multiplied by using the Applicable Rate applicable percent set forth in the Pricing Grid under the column entitled "Commitment Fee" separately for each period during such quarter that such new Applicable Rate each Pricing Level was in effect. The Commitment Fee shall accrue at all times from and after the Closing Date until the Revolving Loan Maturity Date, including at any time during which one or more of the conditions in Article IV is not met.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “"Commitment Fee”") in Dollars equal to the product of (i) the Applicable Fee Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (A) the Outstanding Amount of Revolving Credit Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.16. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V 4 is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Fee Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Fee Rate separately for each period during such quarter that such new Applicable Fee Rate was in effect.

Commitment Fee. The Borrowers Company shall pay to the Administrative Agent, Agent (i) for the account of each Revolving A Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed A Commitment exceeds the sum of (A) the Outstanding Amount of Revolving A Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15 and (ii) for the account of each Revolving B Lender in accordance with its Applicable Percentage, a commitment fee equal to the Applicable Rate times the actual daily amount by which the Revolving B Commitment exceeds the Outstanding Amount of Revolving B Loans, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Swingline Loans shall not be counted towards or considered usage of the Aggregate Revolving A Commitments for purposes of determining the Commitment Feecommitment fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate for the Commitment Fee, times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Loans and Committed Loans, plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.17. For the avoidance of doubt, the Outstanding 58 Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ay) the Outstanding Amount of Revolving Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate for the Commitment Fee (as shown in the definition of Applicable Rate) times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.16. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate aggregate Revolving Credit Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate for the Commitment Fee during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate for the Commitment Fee separately for each period during such quarter that such new Applicable Rate for the Commitment Fee was in effect.. 89 US-DOCS\136335661.3

Commitment Fee. The Borrowers KBR shall pay to toTo the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate with respect to the Commitment Fee times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (A) the Outstanding Amount of Revolving Credit Loans and (B) the Outstanding Amount of L/C ObligationsObligations under the Revolving Credit Facility, subject to adjustment as provided in Section 2.15. For 2.17 (for the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Credit Commitments for purposes of determining the Commitment Fee). The Commitment Fee shall accrue at all times during the relevant Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee CHAR1\1323615v9 shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentageRevolving Commitment Percentage thereof, a commitment fee (the “Commitment Fee”) equal to the product Applicable Percentage of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Committed Amount exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Commitment Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodRevolving Termination Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Percentage separately for each period during such quarter that such new Applicable Rate Percentage was in effect.. For purposes hereof, Swingline Loans shall not be counted toward or be considered as usage of the Aggregate Revolving Committed Amount. CHAR1\885527v10

Commitment Fee. The Borrowers shall Company agrees to pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (on the “Commitment Fee”) amount equal to such Lender's Revolving Credit Commitment minus the product sum of (i) the Applicable Rate times aggregate principal amount of all Revolving Credit Advances made by such Lender and (ii) such Lender’s Ratable Share of all outstanding Letters of Credit (based in respect of any Revolving Credit Advances and Letters of Credit denominated in a Committed Currency by reference to the actual daily amount by Equivalent thereof in Dollars determined on the Business Day prior to the calculation of such fee), from the Effective Date in the case of each Initial Lender and from the effective date specified in the Assumption Agreement or in the Assignment and Assumption pursuant to which it became a Lender in the Aggregate Revolving Commitments exceed case of each other Lender until the sum of (A) Termination Date at a rate per annum equal to the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C ObligationsApplicable Percentage in effect from time to time, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears quarterly on the last Business Day day of each of March, June, September and December, commencing with the first such date to occur after the Closing DateDecember 31, 2018, and on the last day of the Availability Period. The Commitment Fee Termination Date applicable to such Lender, provided that no Defaulting Lender shall be calculated quarterly in arrears, and if there is entitled to receive any change in the Applicable Rate during commitment fee for any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during which that Lender is a Defaulting Lender (and the Company shall not be required to pay such quarter fee that such new Applicable Rate was in effectotherwise would have been required to have been paid to that Defaulting Lender).

Commitment Fee. The Borrowers Company shall pay to the Administrative Agent, for the account of each Revolving Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) at a rate per annum equal to to: (i) the product of (iA) the Applicable Rate times (iiB) the actual daily amount by which the Aggregate Revolving A Commitments exceed the sum of (Ay) the Outstanding Amount of Revolving A Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For ; and (ii) the avoidance product of doubt, (A) the Applicable Rate times (B) the actual daily amount by which the Aggregate Revolving B Commitments exceed the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. B Loans, subject to adjustment as provided in Section 2.15 The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving A Commitments and/or the Aggregate Revolving B Commitments, as applicable.

Commitment Fee. The Borrowers Borrower Representative shall pay to the Administrative Agent, for the account of each Revolving Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) at a rate per annum equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ay) the Outstanding Amount of Revolving Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving Commitments.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and DecemberQuarterly Date, commencing with the first such date Quarterly Date to occur after the Closing Effective Date, and on the last day of the Availability PeriodRevolving Loan Maturity Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving Commitments.

Commitment Fee. The Borrowers Parent and Harbor Point Re shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) with respect to the Secured Sublimit, an amount equal to the Applicable Rate times (ii) the Dollar Equivalent of the actual daily amount by which the Aggregate Revolving Commitments exceed Secured Sublimit exceeds the Total Secured L/C Obligations and (ii) with respect to the Unsecured Sublimit, an amount equal to the Applicable Rate times the Dollar Equivalent of the actual daily amount by which the Unsecured Sublimit exceeds the sum of (Ax) the Total Unsecured Outstanding Amount of Revolving Loans and plus (By) the Outstanding Amount of amount by which the Total Secured L/C Obligations, subject to adjustment as provided in Section 2.15. For Obligations exceed the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment FeeSecured Sublimit. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Amalgamation Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Fee Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, to the extent there are Revolving Credit Lenders other than Bank of America and its Affiliates, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Feecommitment fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Fee Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Fee Rate separately for each period during such quarter that such new Applicable Fee Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the a “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate with respect to the Commitment Fee times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Committed Loans and (Bii) the Outstanding Amount of L/C Obligations; provided that, subject to adjustment as provided in Section 2.15. For the avoidance of doubtduring such time that any Lender is a Defaulting Lender, the Outstanding Amount of Swing Line Loans then such Defaulting Lender shall not be counted towards or considered usage of entitled to receive (and the Aggregate Revolving Commitments for purposes of determining the Borrower shall not be obligated to pay to such Defaulting Lender) any Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Company shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender (other than a Defaulting Lender as set forth in Section 2.16) in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) in Dollars equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate U.S. Revolving Commitments exceed Credit Facility or the Alternative Revolving Credit Facility, as applicable, exceeds the sum of (Ai) the Outstanding Amount of the relevant Revolving Credit Loans and (Bii) in the case of the U.S. Revolving Credit Facility, the Outstanding Amount of the U.S. L/C Obligations, subject to adjustment as provided in Section 2.15. For 2.16 (the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the “Commitment Fee”). The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, Date and on the last day of the Availability PeriodPeriod for the relevant Revolving Credit Facility. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For the avoidance of doubt, U.S. Swing Line Loans shall not be counted towards the Outstanding Amount of any Revolving Credit Loans or any U.S. L/C Obligations.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Revolving Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments (as they made be reduced from time to time under this Agreement) exceed the sum of (Ay) the Outstanding Amount of Revolving Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Effective Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans (other than Swing Line Loans that have been refinanced with Revolving Loans pursuant to Section 2.04(c)) shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving Commitments.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate for the Commitment Fee (as shown in the definition of Applicable Rate) times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.16. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Revolver Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate for the Commitment Fee during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate for the Commitment Fee separately for each period during such quarter that such new Applicable Rate for the Commitment Fee was in effect.

Commitment Fee. The Borrowers shall pay to the Administrative Agent, Agent for the account of each Revolving Commitment Lender in accordance with its Applicable Revolving Commitment Percentage, a commitment fee (the “Commitment Fee”) equal to the product Applicable Percentage of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Committed Amount exceeds the sum of (Ai) the Outstanding Amount of Committed Revolving Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Commitment Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on each April 15, July 15, October 15 and January 15 for the last Business Day of immediately preceding quarter ending prior to each March, June, September and Decembersuch date, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodTermination Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Percentage separately for each period during such quarter that such new Applicable Rate Percentage was in effect. For purposes hereof, (i) Swing Line Loans and Competitive Bid Loans shall not be counted toward or be considered as usage of the Aggregate Revolving Committed Amount and (ii) L/C Obligations shall be counted toward and considered as usage of the Aggregate Revolving Committed Amount.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Fee Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.16. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments Credit Facility for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Fee Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Fee Rate separately for each period during such quarter that such new Applicable Fee Rate was in effect.

Commitment Fee. The Borrowers Subject to Section 2.14(d), the Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable PercentageRevolving Commitment Percentage thereof, a commitment fee (the “Commitment Fee”) equal to the product Applicable Percentage of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Committed Amount exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Commitment Period, including at any time during which one or more of the conditions in Article V 5 is not met, and shall be due and payable quarterly in arrears on the last Business Day day of each of March, June, September and DecemberDecember (for the Commitment Fee accrued during the previous calendar quarter), commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodRevolving Termination Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Percentage during any quarter, the actual daily unused amount shall be computed and multiplied by the Applicable Rate Percentage separately for each period during such quarter that such new Applicable Rate Percentage was in effect. For purposes hereof, Swingline Loans shall not be counted toward or be considered as usage of the Aggregate Revolving Committed Amount.

Commitment Fee. The Borrowers Company shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) at a rate per annum equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ay) the Outstanding Amount of Revolving Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15‎2.15. For the avoidance purposes of doubtthis Section 2.09(a), the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining shall include such Lender’s Worldpay Acquisition Closing Date Additional Commitment from the Commitment FeeEffective Date until such Worldpay Acquisition Closing Date Additional Commitments are terminated in accordance with this Agreement. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V ‎Article IV is not met, and shall be due and payable quarterly in arrears on the last fifth Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing Effective Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee shall be calculated quarterly in arrearsarrears for the period beginning on the first calendar day of the quarter ended immediately prior to the date of payment and ending on the last calendar day of such quarter, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “Commitment Fee”) equal to the product Applicable Percentage of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Committed Amount exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last first Business Day after the end of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodTermination Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Percentage separately for each period during such quarter that such new Applicable Rate Percentage was in effect. For purposes hereof, (A) Swing Line Loans shall not be counted toward or be considered as usage of the Aggregate Revolving Committed Amount and (B) L/C Obligations shall be counted toward and considered as usage of the Aggregate Revolving Committed Amount.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “Commitment Fee”) in an amount equal to the product of (iA) the Applicable Rate percent set forth in the Pricing Grid under the column entitled “Commitment Fee” as applicable from time to time based on the applicable Pricing Level (determined based on the Borrower’s Debt Rating from time to time) times (iiB) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the aggregate Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Feeon each such day. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodMaturity Date. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Debt Rating during any quarter, the actual daily amount Commitment Fee shall be computed and multiplied by using the Applicable Rate applicable percent set forth in the Pricing Grid under the column entitled “Commitment Fee” separately for each period during such quarter that such new Applicable Rate each Pricing Level was in effect. The Commitment Fee shall accrue at all times from and after the Closing Date until the Maturity Date, including at any time during which one or more of the conditions in Article IV is not met.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of the Lenders a commitment fee, from the date hereof in the case of each Initial Lender and from the effective date specified in the Assignment and Acceptance pursuant to which it became a Lender in accordance with its Applicable Percentagethe case of each other Lender until the Termination Date, a commitment fee (payable in arrears on the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (A) the Outstanding Amount of Revolving Loans and (B) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage date of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Periodinitial Borrowing hereunder, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing DateSeptember 30, 2000, and on the last day Termination Date, equal to (i) the average daily Unused Working Capital Commitment of such Lender for the prior three month period (or such shorter period for which such commitment fee is calculated) times (ii) 0.50%; provided, however, that any commitment fee accrued with respect to any of the Availability Period. The Commitment Fee Commitments of a Defaulting Lender during the period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrower so long as such Lender shall be calculated quarterly in arrears, a Defaulting Lender except to the extent that such commitment fee shall otherwise have been due and if there is payable by the Borrower prior to such time; and provided further that no commitment fee shall accrue on any change in of the Applicable Rate during any quarter, the actual daily amount Commitments of a Defaulting Lender so long as such Lender shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effecta Defaulting Lender.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Lender in accordance with its Applicable Revolving Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily 13743030v113743030v2 ​ amount by which the Aggregate Revolving Commitments exceed Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and Loans, plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Swingline Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments Facility for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last seventh (7th) Business Day following the end of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Committed Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For 2.20 provided, that the avoidance liability of doubt, a Subsidiary Borrower under this Section 2.09(a) shall not exceed an amount equal to the total amount due pursuant to this Section 2.09(a) times (x) the dollar amount of the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage and L/C Obligations attributable to such Subsidiary Borrower as of the Aggregate Revolving Commitments for purposes last day of determining the Commitment Feeapplicable quarter divided by (y) the Outstanding Amount of Loans and L/C Obligations at such time. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Periodoccurring Maturity Date (and, if applicable, thereafter on demand). The Commitment Fee shall be calculated quarterly in arrears, arrears and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article IV is not met.

Commitment Fee. The Borrowers shall pay to the Administrative Agent, for the account of each Revolving Lender in accordance with its Applicable Revolving Percentage, a commitment fee in Dollars (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and Loans, plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Swingline Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments Facility for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Fee Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Commitment of such Lender exceeds such Lender’s Applicable Percentage of the sum of (Ai) the Outstanding Amount of Revolving Credit Loans (excluding, for the avoidance of doubt, Swingline Loans) and (Bii) the Outstanding Amount of L/C Obligations; provided, subject to adjustment however, that no commitment fee shall accrue on any Revolving Credit Commitment of a Defaulting Lender so long as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans such Lender shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Feea Defaulting Lender. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on (x) the fifteenth day following the last Business Day day of each March, June, September and DecemberDecember of each year for the period accrued through such last day, commencing with on the first such date day to occur after the Closing Third Amendment and Restatement Effective Date, and on (y) the last day of the Availability PeriodMaturity Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate 0.50% per annum times (ii) the actual daily amount by which the Aggregate aggregate Revolving Credit Commitments exceed the sum of (i) an amount equal to (A) the Outstanding Amount of Revolving Credit Loans minus (B) without duplication, the Outstanding Amount of Swing Line Loans and (Bii) the Outstanding Amount of L/C Obligations; provided, subject however, that any commitment fee accrued with respect to adjustment as provided in Section 2.15. For any of the avoidance Commitments of doubt, a Defaulting Lender during the Outstanding Amount of Swing Line Loans period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be counted towards or considered usage payable by the Borrower so long as such Lender shall be a Defaulting Lender except to the extent that such commitment fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no commitment fee shall accrue on any of the Aggregate Revolving Commitments for purposes of determining the Commitment Feea Defaulting Lender so long as such Lender shall be a Defaulting Lender. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable (i) quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Datelast Business Day of September, 2007, and (ii) on the last day Maturity Date for the Revolving Credit Facility, in each case on the basis of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effectnumber of days elapsed over a 360-day year.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Committed Revolving Loans and Loans, plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.152.16. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Revolving Committed Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt2.16 (such fee, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the “Commitment Fee”). The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Commitments for purposes of determining the commitment fee.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender with Revolving Commitments (other than a Defaulting Lender) in accordance with its Applicable Percentagepro rata share, a commitment fee (the “Commitment Fee”) equal to the product Applicable Percentage of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Committed Amount exceeds the sum of (Ai) the Outstanding Amount of Revolving Loans and plus (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee2.16. The Commitment Fee commitment fee shall accrue at all times during the Availability Commitment Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodRevolving Termination Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Percentage separately for each period during such quarter that such new Applicable Rate Percentage was in effect. For purposes hereof, Swingline Loans shall not be counted toward or be considered as usage of the Aggregate Revolving Committed Amount.

Commitment Fee. The Borrowers shall pay to the Administrative Agent, for the account of each Lender in accordance with its Applicable Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed the sum of (Ay) the Outstanding Amount of Revolving Loans and (Bz) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability Period. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. For purposes of clarification, Swing Line Loans shall not be considered outstanding for purposes of determining the unused portion of the Aggregate Revolving Commitments.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Revolving Credit Lender in accordance with its Applicable Revolving Credit Percentage, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate Margin times (ii) the actual daily amount by which the Aggregate Revolving Commitments exceed Credit Facility exceeds the sum of (Ai) the Outstanding Amount of Revolving Credit Loans and (Bii) the Outstanding Amount of L/C Obligations, subject to adjustment as provided in Section 2.15. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Aggregate Revolving Commitments for purposes of determining the Commitment Fee. The Commitment Fee commitment fee shall accrue at all times during the Availability Period, including at any time during which one or more of the conditions in Article V IV is not met, and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodPeriod for the Revolving Credit Facility. The Commitment Fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate Margin during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate Margin separately for each period during such quarter that such new Applicable Rate Margin was in effect. For the avoidance of doubt, the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage of the Revolving Credit Facility for purposes of determining the Commitment Fee.

Commitment Fee. The Borrowers Borrower shall pay to the Administrative Agent, Agent for the account of each Lender in accordance with its Applicable PercentagePro Rata Share, a commitment fee (the “Commitment Fee”) equal to the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Aggregate aggregate Revolving Commitments exceed the sum of (Ai) the Outstanding Amount of Committed Revolving Loans (not including the Outstanding Amount of Swing Line Loans) and (Bii) the Outstanding Amount of L/C Obligations; provided, subject to adjustment as provided in Section 2.15. For however, that for each day that the avoidance sum of doubt, (i) the Outstanding Amount of Committed Revolving Loans (not including the Outstanding Amount of Swing Line Loans shall not be counted towards or considered usage Loans) and (ii) the Outstanding Amount of L/C Obligations exceeds 33% of the Aggregate aggregate Revolving Commitments for purposes of determining the Commitment FeeCommitments, such Applicable Rate shall be reduced by 5 basis points. The Commitment Fee commitment fee shall accrue at all times during from the Availability Period, including at any time during which one or more of Closing Date until the conditions in Article V is not met, Revolving Loan Maturity Date and shall be due and payable quarterly in arrears on the last Business Day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the last day of the Availability PeriodRevolving Loan Maturity Date. The Commitment Fee commitment fee shall be calculated quarterly in arrears, and if there is any change in the Applicable Rate during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Rate separately for each period during such quarter that such new Applicable Rate was in effect. The commitment fee shall accrue at all times, including at any time during which one or more of the conditions in Section 4 is not met.