Fee Letter Sample Contracts

SIXTH AMENDED AND RESTATED FEE LETTER
Fee Letter • July 27th, 2017 • Trimas Corp • Metal forgings & stampings

This is the Fee Letter (“Fee Letter”) referred to in the Amended and Restated Receivables Transfer Agreement dated as of September 15, 2011 (as amended, restated or otherwise modified from time to time, the “Agreement”) by and among TSPC, INC., a Nevada corporation, as transferor (in such capacity, the “Transferor”), TRIMAS CORPORATION, a Delaware corporation, as Collection Agent, TRIMAS COMPANY LLC, a Delaware limited liability company, as Guarantor, the purchasers from time to time party thereto (each, a “Purchaser”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, individually as a Purchaser (“Wells Fargo”) and as Administrative Agent (together with its successors in such latter capacity, the “Administrative Agent”). From and after the date hereof (the “Effective Date”), this Fee Letter amends and restates that certain fifth amended and restated fee letter effective as of December 16, 2015 by and among the parties. Capitalized terms used herein but not de

FEE LETTER
Fee Letter • November 18th, 2019

We refer to the SEK 1,300,000,000, EUR 290,000,000 and GBP 250,000,000 term loan, SEK 2,000,000,000 bridge loan and SEK 3,000,000,000 multicurrency revolving facility agreement between ourselves and you dated on or about the date of this letter (the "Facilities Agreement"). This is a Fee Letter. Terms defined in the Facilities Agreement have the same meaning when used in this letter, unless a contrary indication appears.

June 18, 2024
Fee Letter • April 25th, 2024 • Texas

This letter is the Fee Letter described in the Agreements, and the terms hereof are incorporated by reference into the Agreements. Except as otherwise defined herein, capitalized terms shall have the meanings given to such terms in the Agreements.

FEE LETTER
Fee Letter • October 22nd, 2004

Pursuant to the powers contained in its Articles of Association and a resolution of its Board of Directors passed on 21 October 2004, Paragon Mortgages (No.8) PLC (the "Company") has duly authorised and has determined to create and issue several classes of mortgage backed floating rate notes as described in an Offering Circular dated 22 October 2004 (the "Notes").

Fee Letter
Fee Letter • February 8th, 2021 • Tokyo

This fee letter (this "Fee Letter") is executed and delivered to MUFG Bank, Ltd. (the "Bank") as mandated lead arranger, payment agent and security agent, in connection with the JPY 735,400,000,000 Term Loan Facilities Agreement (the "Facilities Agreement") dated 8 February 2021 by and between, among others, Renesas Electronics Corporation (the "Borrower") and the Bank. Capitalized terms used but not defined herein shall have the meanings set forth in the Facilities Agreement.

PROJECT NEPTUNE – FEE LETTER
Fee Letter • March 3rd, 2024
PRIVATE & CONFIDENTIAL
Fee Letter • August 20th, 2021
PRIVATE & CONFIDENTIAL
Fee Letter • September 11th, 2021
LETTER AGREEMENT
Fee Letter • August 6th, 2013 • Xl Group PLC • Fire, marine & casualty insurance

This letter agreement (this “Letter Agreement”) sets forth (i) a fee payable by XLIT LTD. (the “Company”) in connection with the Credit Agreement, dated as of August 6, 2013 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among the Company, the Lenders party thereto and Citicorp USA, Inc. (“CUSA”), as Issuing Lender and Administrative Agent and (ii) certain payment obligations of the Company and CUSA. Capitalized terms used herein without definition have the meanings ascribed to them in the Credit Agreement. This Letter Agreement is the “Fee Letter” referred to in the Credit Agreement. In order to induce CUSA to enter into the Credit Agreement, you and CUSA agree to the following:

TPG SPECIALTY LENDING, INC. New York, NY 10019
Fee Letter • April 8th, 2014 • Global Geophysical Services Inc • Oil & gas field exploration services

This letter sets forth certain fees payable by Global Geophysical Services, Inc., a Delaware corporation (the "Company") in connection with the Financing Agreement, dated as of September 30, 2013 (as amended, restated, replaced, supplemented or otherwise modified from time to time, the "Financing Agreement"; terms not otherwise defined herein shall have the meaning set forth in the Financing Agreement), by and among the Company, and certain Subsidiaries of the Company, as Guarantors, the Lenders from time to time party thereto, TPG Specialty Lending, Inc., a Delaware corporation ("TSL"), as administrative agent for the Lenders (in such capacity, "Administrative Agent"), as collateral agent for the Lenders (in such capacity, "Collateral Agent"), and as co-lead arranger (in such capacity, the "TSL Co-Lead Arranger"), and Tennenbaum Capital Partners, LLC ("TCP"), as co-lead arranger (in such capacity, the "TCP Co-Lead Arranger" and together with the TSL Co-Lead Arranger, each a "Co-Lead A

ARRANGEMENT FEE AND FUNDING FEE LETTER
Fee Letter • November 11th, 2024

This is a Fee Letter and a Finance Document under the Agreement. We refer to Clause 11.2 (Arrangement fee) and Clause 11.3 (Funding fee) of the Agreement.

December 7, 2009
Fee Letter • January 25th, 2010 • Talbots Inc • Retail-women's clothing stores

This is the Fee Letter referred to in the Commitment Letter of even date herewith (the “Commitment Letter”) between General Electric Capital Corporation (“Agent”) and The Talbots, Inc., as agent (in such capacity, the “Borrower Agent”) for itself and its subsidiaries party to the Financing as borrowers. All defined terms herein shall have the respective meanings given to them in the Commitment Letter. In addition to any fees or other amounts payable by Borrowers to the Agent under the terms of the Commitment Letter, the Borrower Agent, on behalf of each of the Borrowers, agrees with the Agent as follows:

AMENDED AND RESTATED FEE LETTER DATED AS OF [ ], 2015
Fee Letter • June 9th, 2015 • New York

Reference is hereby made to (i) that certain Line of Credit Agreement dated as of July 1, 2012 (as amended, supplemented, modified or restated from time to time, the “Agreement”), among the Harbor Department of the City of Los Angeles (the “Department”), U.S. Bank National Association, in its capacity as Issuing and Paying Agent (the “Issuing and Paying Agent”) and Mizuho Bank, Ltd., acting through its New York Branch, as successor by merger to Mizuho Corporate Bank, Ltd., acting through its New York Branch (the “Bank”), relating to the Harbor Department of the City of Los Angeles Commercial Paper Notes, Series A-1 (Exempt Facility AMT), Series B-1 (Exempt Facility Non-AMT), Series C-1 (Governmental Non-AMT) and Series D-1 (Taxable) (collectively, the “Notes”) and (ii) that certain Fee Letter dated as of July 24, 2012 (the “Original Fee Letter”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Agreement.

FEE LETTER
Fee Letter • June 27th, 2023 • Selina Hospitality PLC • Hotels & motels

This letter (the “Letter”) sets out the basis upon which Selina Hospitality PLC (the “Company”) has agreed to pay certain fees to Osprey Investments Limited or any of its affiliates (“Osprey”) in relation to the Transaction (as defined below).

FIRST AMENDMENT TO FEE LETTER
Fee Letter • March 4th, 2026 • AB Commercial Real Estate Private Debt Fund, LLC • Real estate investment trusts

THIS FIRST AMENDMENT TO FEE LETTER (this “Amendment”) is made as of February 26, 2026 (the “Effective Date”), by and between AB CRE PDF LENDING C LLC, a Delaware limited liability company (“Seller”), AB COMMERCIAL REAL ESTATE PRIVATE DEBT FUND, LLC, a Delaware limited liability company (“Guarantor”), and CITIBANK, N.A., a national banking association (“Buyer”).

Fee Letter
Fee Letter • October 14th, 2008 • Israel Corp LTD • Wholesale-misc durable goods
FEE LETTER AMENDMENT NO. 1 Dated as of May 13, 2013
Fee Letter • May 13th, 2013 • Xl Group PLC • Fire, marine & casualty insurance

Reference is made to the Letter Agreement, dated as of May 7, 2013 (as amended, modified or supplemented as of the date hereof, the “Fee Letter”), between XLIT LTD., an exempted company incorporated in the Cayman Islands with limited liability (the “Company”), and Citicorp USA, Inc. (“CUSA”), which was entered into in connection with the Credit Agreement, dated as of May 7, 2013 (as amended, modified or supplemented as of the date hereof, the “Credit Agreement”), among the Company, the Lenders party thereto (the “Lenders”) and CUSA, as Administrative Agent (in such capacity the “Administrative Agent”), and as issuing lender. Capitalized terms used herein and not otherwise defined herein have the meanings given such terms in the Credit Agreement.

THIRD AMENDED AND RESTATED FEE LETTER
Fee Letter • February 26th, 2015 • Trimas Corp • Metal forgings & stampings

This is the Fee Letter (“Fee Letter”) referred to in the Amended and Restated Receivables Transfer Agreement dated as of September 15, 2011 (as amended, restated or otherwise modified from time to time, the “Agreement”) by and among TSPC, INC., a Nevada corporation, as transferor (in such capacity, the “Transferor”), TRIMAS CORPORATION, a Delaware corporation, as Collection Agent, TRIMAS COMPANY LLC, a Delaware limited liability company, as Guarantor, THE PURCHASERS FROM TIME TO TIME PARTY THERETO (each, a “Purchaser”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, individually as a Purchaser (“Wells Fargo”) and as Administrative Agent (together with its successors in such latter capacity, the “Administrative Agent”). From and after November 1, 2014 (the “Effective Date”), this Fee Letter amends and restates that certain second amended and restated fee letter dated April 17, 2014 by and among the parties. Capitalized terms used herein but not defined herei

Fee Letter] January 23, 2020
Fee Letter • March 6th, 2020 • KBS Real Estate Investment Trust III, Inc. • Real estate investment trusts

KBSIII DOMAIN GATEWAY, LLC KBSIII 515 CONGRESS, LLC KBSIII 155 NORTH 400 WEST, LLC KBSIII 1550 WEST MCEWEN DRIVE, LLC KBSIII 201 17TH STREET, LLC c/o KBS Capital Advisors LLC 800 Newport Center Drive, Suite 700 Newport Beach, California 92660 Attention: Rob Durand and Hiep Diep

April 21, 2026 TuHURA Biosciences, Inc. 10500 University Center Drive, Suite 110 Tampa, FL 33612
Fee Letter • April 22nd, 2026 • TuHURA Biosciences, Inc./Nv • Pharmaceutical preparations

This is the Fee Letter referred to in that certain Loan Agreement, dated as of the date hereof (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Loan Agreement”), by and among TUHURA BIOSCIENCES, INC., a Nevada corporation (the “Borrower”), and PARKVIEW HOLDINGS ONE LLC, a Florida limited liability company (the “Lender”). All capitalized terms used but not defined herein shall have the respective meanings given to them in the Loan Agreement.

HILL INTERNATIONAL, INC. Marlton, NJ 08053 dated as of October 18, 2012
Fee Letter • October 24th, 2012 • Hill International, Inc. • Services-engineering services • New York

Reference hereby is made to that certain Credit Agreement, dated as of October 18, 2012 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Hill International, Inc., a Delaware corporation (the “Borrower”), each lender from time to time party thereto (collectively, the “Lenders” and individually, a “Lender”) and Obsidian Agency Services, Inc., as administrative agent (the “Administrative Agent”). Capitalized terms used herein but not specifically defined herein shall have the meanings ascribed to them in the Credit Agreement.

PEGASYSTEMS INC.:
Fee Letter • April 26th, 2023 • Pegasystems Inc • Services-computer processing & data preparation

Reference is made to the Credit Agreement dated November 5, 2019, as amended and supplemented from time to time including by the Sixth Amendment to Loan Documents (the “Sixth Amendment”), dated the date hereof (collectively, the “Loan Agreement”) by and among Pegasystems Inc., as the “Borrower”, the lending institutions party thereto (including us) as "Lenders", the "Guarantors" (as such term is defined therein) and PNC Bank, National Association, as administrative agent for the Lenders (in such capacity, the "Administrative Agent"). Capitalized terms used but not defined herein are used with the meanings assigned to them in the Loan Agreement.

CONFIDENTIAL FEE LETTER
Fee Letter • February 19th, 2019 • EyePoint Pharmaceuticals, Inc. • Laboratory analytical instruments

We refer to that certain Term Loan Agreement, dated as of February 13, 2019 (the “Loan Agreement”), among EYEPOINT PHARMACEUTICALS, INC., a Delaware corporation (“Borrower”), the Subsidiary Guarantors from time to time party thereto, the Lenders from time to time party thereto and CRG Servicing LLC, a Delaware limited liability company, as administrative agent and collateral agent for the Lenders (in such capacities, together with its successors and assigns, “Administrative Agent”). Unless specifically defined herein or the context requires otherwise, capitalized terms used herein shall have the meanings ascribed to them in the Loan Agreement.

Arrangement and Ticking Fee Letter
Fee Letter • May 26th, 2023

Facilities agreement dated on or about the date of this letter between, amongst others, Cap10 4NetZero Bidco Limited (as the Original Borrower), the financial institutions listed therein in Schedule 1 (as the Original Committed Lenders), the entities listed therein as the Arrangers (as the Arrangers), Kroll Agency Services Limited (as the Agent), and Kroll Trustee Services Limited (as the Security Agent) (each term as defined therein) (as such agreement may be varied, amended and/or restated from time to time, the "Facilities Agreement")

BARCLAYS745 Seventh Avenue New York, New York 10019 BMO CAPITAL MARKETS CORP.151 West 42nd Street New York, New York 10036 ROYAL BANK OF CANADA200 Vesey StreetNew York, New York 10281 CITIGROUP GLOBAL MARKETS INC.388 Greenwich St.New York, New York 10013
Fee Letter • August 25th, 2022 • New York

Reference is made to (a) that certain Credit Agreement, dated the date hereof, by and among Open Text Corporation (“you”), Barclays Bank PLC (“Barclays”), as administrative agent, and the lenders and other parties party thereto from time to time (the “TLB Facility Agreement”), regarding a first lien term loan facility in an aggregate principal amount of $2,585.0 million (the “TLB Facility”) and (b) that certain Bridge Loan Agreement, dated the date hereof, by and among you, Barclays, as administrative agent, and the lenders and other parties party thereto from time to time (the “Bridge Facility Agreement”, and together with the TLB Facility Agreement, the “Facilities Documentation”), regarding a first lien bridge term loan facility in an aggregate principal amount of $2,000.0 million (the “Bridge Facility” and, together with the TLB Facility, the “Facilities”). Terms used but not defined in this letter agreement (this “Fee Letter”) shall have the meanings assigned thereto in the applic

PROJECT NEPTUNE – FEE LETTER
Fee Letter • July 5th, 2023
JERMYN STREET CAPITAL 38th Floor New York, NY 10021 c/o: Scott Cragg
Fee Letter • September 19th, 2024 • Inotiv, Inc. • Services-commercial physical & biological research

This Fee Letter amends, restates, supersedes and replaces in its entirety as of the date hereof the Existing Fee Letter. Upon execution of this Fee Letter, the Existing Fee Letter will have no further force and effect.

April 25, 2008
Fee Letter • May 7th, 2008 • Wise Metals Group LLC • Rolling drawing & extruding of nonferrous metals

The purpose of this letter agreement is to document the manner in which additional compensation will be paid to the RSA for its agreement to participate in the Loan Agreement. Such additional compensation is intended to give the RSA an 8.5% return on the average outstanding balance of its Loans under the Loan Agreement. The return will be generated by (1) interest paid to the RSA under the Loan Agreement, (2) an unused line fee provided for all lenders under the Loan Agreement, (3) the Additional Equity Investment Fee (as such term is defined in Amendment to Master Lease Agreement dated as of April 25, 2008 (the “Lease Amendment”) among RSA, Wise Alloys LLC (“Lessee”) and Wilmington Trust Company, not in its individual capacity, but solely as Owner Trustee (“Lessor”)) payable by Lessee pursuant to

FEE LETTER FOR
Fee Letter • May 11th, 2022
Blue Torch Finance, LLC c/o Blue Torch Capital LP 150 East 58th Street, 39th Floor New York, NY 10155
Fee Letter • October 16th, 2023 • OptimizeRx Corp • Services-business services, nec

Reference is made to that certain Financing Agreement, dated as of October 11, 2023 (the “Financing Agreement”), by and among OptimizeRx Corporation, a Nevada corporation (the “Lead Borrower”), Orion Merger Sub Inc., a Nevada corporation (as the “Initial Co-Borrower,” which on the Closing Date shall be merged with an into Heathy Offers, Inc., a Nevada Corporation (the “Company”; such merger, the “Closing Date Merger”), with the Company surviving such Closing Date Merger as the “Co-Borrower” and, together with the Lead Borrower, the “Borrowers” and each a “Borrower”), the lenders from time to time party thereto (each a “Lender” and collectively, the “Lenders”), Blue Torch Finance, LLC, a Delaware limited liability company (“Blue Torch”), as collateral agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”), and Blue Torch, as administrative agent for the Lenders (in such capacity, together with its successors and assign

Project Eclipse – Agency and Security Agent Fee Letter
Fee Letter • January 28th, 2022
March 10, 2023 Fee Letter
Fee Letter • March 14th, 2023 • Unique Logistics International, Inc. • Arrangement of transportation of freight & cargo
MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED BANK OF AMERICA, N.A.
Fee Letter • July 22nd, 2025

This letter (this “Fee Letter”) is delivered to you in connection with the senior unsecured bridge credit agreement (the “Credit Agreement”) dated of even date herewith (the “Commitment Date”), among Avnet, Inc., a New York corporation (“Avnet”), as borrower (in such capacity, the “Borrower”), the lenders party thereto and Bank of America, N.A. (“Bank of America”), as administrative agent, consisting of (i) a debt bridge facility of up to £557.0 million pounds sterling in senior unsecured loans (the “Debt Bridge Facility”), (ii) a refinancing bridge facility of up to $250.0 million in senior unsecured loans (the “Refinancing Bridge Facility”) and (iii) a cash bridge facility of up to £150.0 million (the “Cash Bridge Facility” and, collectively with the Debt Bridge Facility and the Refinancing Bridge Facility, the “Bridge Facilities”, and any loans made under the Bridge Facilities, collectively, the “Bridge Loans”). Terms that are defined in the Credit Agreement have the meanings given

August 2, 2024 Ladies and Gentlemen: Reference is hereby made to that certain Loan and Security Agreement, dated as of August 2, 2024 (as may be amended, modified, supplemented or restated from time to time, the “Loan Agreement”), by and between...
Fee Letter • September 12th, 2024 • NEUROONE MEDICAL TECHNOLOGIES Corp • Surgical & medical instruments & apparatus

This letter agreement (this “Fee Letter”) is the Fee Letter referred to in the Loan Agreement and confirms our agreement with respect to the payment of fees set forth herein.