Common use of Unused Fee Clause in Contracts

Unused Fee. In addition to any other fee to be paid by the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall pay to the Administrative Agent for the account of the Revolving Credit Lenders, the Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay an amount equal to the Line Fee to the Revolving Credit Lenders, the deficiency shall be paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto). The Administrative Agent shall pay the Line Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to the aggregate Line Fee due to all Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination Date.

Unused Fee. In addition to any other fee to be paid by From and after the Closing Date, the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall agree to pay to the Administrative Agent for the account ratable benefit of the Revolving Credit Lenders, Lenders an unused fee (the “Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay ”) for each calendar quarter (or portion thereof) in an amount equal to the Line sum of the Daily Unused Fees incurred during such period. The Unused Fee shall accrue at all times during the Commitment Period (and thereafter so long as Revolving Obligations shall remain outstanding), including periods during which the conditions to Extensions of Credit in Section 4.02 may not be met, and shall be payable quarterly in arrears on the last day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Termination Date (and, if applicable, thereafter on demand); provided, that (i) no Unused Fee shall accrue on the Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (ii) any Unused Fee accrued with respect to the Revolving Credit Lenders, Commitment of a Defaulting Lender during the deficiency 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 paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto)a Defaulting Lender. The Administrative Agent shall pay distribute the Line Unused Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to in accordance with the aggregate Line Fee due to all respective Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage Commitments of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination DateLenders.

Unused Fee. In addition to any other fee to be paid by (i) From and after the Closing Date, the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall agree to pay to the Administrative Agent for the account ratable benefit of the Revolving Credit Lenders, Lenders an unused fee (the “Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay ”) for each calendar quarter (or portion thereof) in an amount equal to the Line sum of the Daily Unused Fees incurred during such period. The Unused Fee shall accrue at all times during the Revolving Commitment Period, including periods during which the conditions to Extensions of Credit in Section 4.02 may not be met, and shall be 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 Revolving Loan Maturity Date (and, if applicable, thereafter on demand); provided, that (i) no Unused Fee shall accrue on the Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (ii) any Unused Fee accrued with respect to the Revolving Credit Lenders, Commitment of a Defaulting Lender during the deficiency period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrowers so long as such Lender shall be paid to the Revolving Credit Lenders by the a Defaulting Lender. For purposes of clarification, Swing Line Lender from its own funds (and Loans shall not be considered outstanding for purposes of determining the Borrowers shall have no liability with respect thereto)unused portion of the Aggregate Revolving Commitments. The Administrative Agent shall pay distribute the Line Unused Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to in accordance with the aggregate Line Fee due to all respective Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage of the principal amount Commitments of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination DateLenders.

Unused Fee. In addition During the Commitment Period, the Lessee shall cause the Lessor to any other fee to be paid by the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall pay to the Administrative Agent for the account of (a) the Revolving Credit Lenders, respectively, an unused fee on the unused Lender Commitments (the “Lender Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay an amount ”) equal to the Line Fee product of the then current average daily Available Commitment of each Lender during the preceding quarter multiplied by a rate per annum equal to the Revolving Credit Lenderspercentage shown in the appropriate table in the definition of Applicable Percentage which corresponds to the appropriate Pricing Level and (b) the Holders, respectively, an unused fee on the deficiency unused Holder Commitments (the “Holder Unused Fee”) equal to the product of the then current average daily Available Holder Commitment of each Holder during the preceding quarter multiplied by a rate per annum equal to the percentage shown on the appropriate table in the definition of Applicable Percentage which corresponds to the appropriate Pricing Level. Such Unused Fees shall be payable quarterly in arrears on each Unused Fee Payment Date and shall be pro rated for any partial quarters. If all or a portion of any such Unused Fee shall not be paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds (and the Borrowers when due, such overdue amount shall have no liability with respect thereto). The Administrative Agent shall pay the Line Fee (and any amounts bear interest, payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount Lessee on demand, at a rate per annum equal to (x) in the aggregate Line Fee due to all Revolving Credit Lenders; provided thatcase of the Lender Unused Fee, for purposes of calculating the pro rata share of any Person which is both ABR plus two percent (2%) from the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum date of such Person's Revolving Credit Commitmentnon-payment until such amount is paid in full (as well as before judgment), and (iiy) in the sum of (A) such Person's Revolving Credit Commitment Percentage case of the principal Holder Unused Fee, the ABR plus two and seventy-five hundredths percent (2.75%) from the date of each non-payment until such amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be is paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination Datefull (as well as before judgment).

Unused Fee. In addition to any other fee to be paid by the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers Borrower shall pay to the Administrative Agent for the account of each Lender with a Revolving Credit Commitment in accordance with its pro rata share thereof (i.e., according to such Lender’s Applicable Revolving Credit Percentage) an unused commitment fee (the “Unused Fee”) for the period commencing on the Closing Date in an amount equal the product of (i) the Applicable Rate times (ii) the actual daily amount by which the Revolving Credit Lenders, Facility exceeds the Unused Feesum of (x) the Outstanding Amount of Revolving Credit Loans plus (y) the Outstanding Amount of L/C Obligations. If the The Unused Fee actually paid by shall accrue at all times during the Borrowers is insufficient to pay an amount equal to the Line Fee Availability Period with respect to the Revolving Credit LendersCommitments, including at any time after the deficiency Closing Date during which one or more of the applicable conditions in Article IV is not met, and shall be paid due and payable quarterly in arrears on the last Business Day of each calendar quarter, commencing with the first such date to occur after the Revolving Credit Lenders by the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto). The Administrative Agent shall pay the Line Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to the aggregate Line Fee due to all Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit CommitmentClosing Date, and (ii) on the sum of (A) such Person's Revolving Credit Commitment Percentage of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/CsMaturity Date. The Unused Fee shall be paid calculated quarterly in arrears, on and if there is any change in the first day Applicable Percentage during any quarter, the actual daily amount shall be computed and multiplied by the Applicable Percentage separately for each period during such quarter that such Applicable Percentage was in effect. For purposes hereof, (i) L/C Obligations shall be counted toward and considered as usage of each quarter after the execution Revolving Credit Facility and (ii) Swing Line Loans shall not be counted toward or be considered as usage of this Agreement and on the Termination DateRevolving Credit Facility.

Unused Fee. In addition to any other fee to be paid by From and after the Closing Date, the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall agree to pay to the Administrative Agent for the account ratable benefit of the Revolving Credit Lenders, Lenders an unused fee (the “Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay ”) for each calendar month (or portion thereof) in an amount equal to the Line sum of the Daily Unused Fees incurred during such period. The Unused Fee shall accrue at all times during the Revolving Commitment Period, including periods during which the conditions to Advances in Section 4.02 may not be met, and shall be payable monthly in arrears on each Payment Date, commencing with the first such date to occur after the Closing Date, and ending on the Revolving Commitment Termination Date; provided, that (i) no Unused Fee shall accrue on the Revolving Loan Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (ii) any Unused Fee accrued with respect to the Revolving Credit Lenders, Loan Commitment of a Defaulting Lender during the deficiency 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 paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto)a Defaulting Lender. The Administrative Agent shall pay distribute the Line Unused Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to in accordance with the aggregate Line Fee due to all Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit respective Commitment Percentage Ratios of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/CsLenders. The Unused Fee shall be fully earned when paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination Dateshall not be refundable for any reason whatsoever.

Unused Fee. In addition From and after the Closing Date, the Borrower agrees to any other fee to be paid by the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall pay to the Administrative Agent for the account ratable benefit of the Revolving Credit Lenders, Lenders an unused fee (the “Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay ”) in an amount equal to the Line Fee (a) 0.35% per annum (or 0.50% per annum to the Revolving Credit Lendersextent that as of the beginning of any day, the deficiency Outstanding Amount of Revolving Obligations (excluding the amount of any then-outstanding Swing Line Loans) is equal to or less than 50% of the Aggregate Revolving Commitments), multiplied by (b) the amount by which the Aggregate Revolving Commitments exceed the sum of the Outstanding Amount of Revolving Obligations (excluding the amount of any then-outstanding Swing Line Loans) as of the beginning of such day. The Unused Fee shall accrue at all times during the Commitment Period, including periods during which the conditions to Extensions of Credit in Section 4.02 may not be met, and shall be paid 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 Maturity Date (and, if applicable, thereafter on demand); provided, that (i) no Unused Fee shall accrue on the Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (ii) any Unused Fee accrued with respect to the Revolving Credit Lenders Commitment 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 a Defaulting Lender. For purposes of clarification, Swing Line Lender from its own funds (and Loans shall not be considered outstanding for purposes of determining the Borrowers shall have no liability with respect thereto)unused portion of the Aggregate Commitments. The Administrative Agent shall pay distribute the Line Unused Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to in accordance with the aggregate Line Fee due to all respective Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage Commitments of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination DateLenders.

Unused Fee. In addition to any other fee to be paid by During the term of the Loan, the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall agree to pay to the Administrative Agent for the account ratable benefit of the Revolving Credit Lenders, Lenders an unused fee (the "Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay ") for each calendar quarter (or portion thereof) in an amount equal to the Line sum of the Daily Unused Fees incurred during such period. The Unused Fee shall accrue at all times during the Revolving Loan Commitment Period (and thereafter so long as Obligations shall remain outstanding), including periods during which the conditions to Advances in Section 4.02 may not be met, and shall be payable quarterly in arrears on the last day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Maturity Date (and, if applicable, thereafter on demand); provided, that (i) no Unused Fee shall accrue on the Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (ii) any Unused Fee accrued with respect to the Revolving Credit Lenders, Commitment of a Defaulting Lender during the deficiency 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 paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto)a Defaulting Lender. The Administrative Agent shall pay distribute the Line Unused Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their (other than Defaulting Lenders) pro rata share of an amount equal to in accordance with the aggregate Line Fee due to all Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage respective Commitments of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination DateLenders.

Unused Fee. In addition to any other fee to be paid by the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall pay to the Administrative Agent for the account of the Revolving Credit Lenders, the Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay an amount equal to the Line Fee to the Revolving Credit Lenders, the deficiency shall be paid to the Revolving Credit Lenders by the Swing Line SwingLine Lender from its own funds (and the Borrowers shall have no liability with respect thereto). The Administrative Agent shall pay the Line Fee (and any amounts payable by the Swing Line SwingLine Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to the aggregate Line Fee due to all Revolving Credit Lenders; provided that, that for purposes of calculating the pro rata share of any Person which is both the Swing Line SwingLine Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line SwingLine Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination Date.

Unused Fee. In addition to Accruing from the date hereof until the Facility Termination Date, except for any other fee to be paid by the Borrowers period of time on account of which the Revolving CreditBorrower is obligated to pay the Facility Fee, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall Borrower agrees to pay to the Administrative Agent for the account of each Lender according to its Ratable Share, a nonrefundable unused fee (the Revolving Credit Lenders, the “Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay an amount ”) equal to the Line Applicable Unused Fee to Rate (computed on the Revolving Credit Lenders, the deficiency shall be paid to the Revolving Credit Lenders basis of a year of 360 days and actual days elapsed) multiplied by the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto). The Administrative Agent shall pay the Line Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to the aggregate Line Fee due to all Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the average daily difference between the amount of (i) the sum Aggregate Commitment for that portion of such Person's Revolving Credit Commitment, each calendar quarter during which an Unused Fee is accruing and (ii) the sum Revolving Facility Usage for such period; provided, however, that any Unused Fee accrued with respect to the Commitment of (A) a Defaulting Lender during the period prior to the time such Person's Revolving Credit Commitment Percentage of Lender became a Defaulting Lender and unpaid at such time shall not be payable by the principal amount of Borrower so long as such Lender shall be a Defaulting Lender except to the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) extent that such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall otherwise have been due and payable by the Borrower prior to such time; and provided further that no Unused Fee shall accrue with respect to the Commitment of a Defaulting Lender so long as such Lender shall be paid a Defaulting Lender. Subject to the proviso in arrearsthe directly preceding sentence, all Unused Fees shall be payable quarterly in arrears on the first day Business Day of each quarter after the execution of this Agreement and on the Termination Datecalendar quarter.

Unused Fee. In addition to any other fee to be paid by From and after the Closing Date, the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall agree to pay to the Administrative Agent for the account ratable benefit of the Revolving Credit Lenders, Lenders an unused fee (the “Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay ”) in an amount equal to the Line Fee (a) 0.35% per annum (or 0.50% per annum to the Revolving Credit Lendersextent that as of the beginning of any day, the deficiency Outstanding Amount of Revolving Obligations (excluding the amount of any then-outstanding Swing Line Loans) is less than 50% of the Aggregate Revolving Commitments), multiplied by (b) the amount by which the Aggregate Revolving Commitments exceed the sum of the Outstanding Amount of Revolving Obligations (excluding the amount of any then-outstanding Swing Line Loans) as of the beginning of such day. The Unused Fee shall accrue at all times during the Commitment Period, including periods during which the conditions to Extensions of Credit in Section 4.03 may not be met, and shall be paid 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 Termination Date (and, if applicable, thereafter on demand); provided, that (i) no Unused Fee shall accrue on the Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (ii) any Unused Fee accrued with respect to the Revolving Credit Lenders Commitment 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 Borrowers so long as such Lender shall be a Defaulting Lender. For purposes of clarification, Swing Line Lender from its own funds (and Loans shall not be considered outstanding for purposes of determining the Borrowers shall have no liability with respect thereto)unused portion of the Aggregate Commitments. The Administrative Agent shall pay distribute the Line Unused Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to in accordance with the aggregate Line Fee due to all respective Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage Commitments of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination DateLenders.

Unused Fee. In addition to any other fee to From and after the Closing Date and during such times in which clause (a) of the definition of “Applicable Percentage” shall be paid by applicable, the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall agree to pay to the Administrative Agent for the account ratable benefit of the Revolving Credit Lenders, Lenders an unused fee (the “Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay ”) for each calendar quarter (or portion thereof) in an amount equal to the Line sum of the Daily Unused Fees incurred during such period. The Unused Fee shall accrue at all times during the Commitment Period when clause (a) of the definition of “Applicable Percentage” shall be applicable, including periods during which the conditions to Extensions of Credit in Section 4.02 may not be met, and shall be 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 Maturity Date, as applicable (and, if applicable, thereafter on demand); provided, that (i) no Unused Fee shall accrue on the Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (ii) any Unused Fee accrued with respect to the Revolving Credit Lenders, Commitment of a Defaulting Lender during the deficiency period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrowers so long as such Lender shall be paid to the Revolving Credit Lenders by the a Defaulting Lender. For purposes of clarification, Swing Line Lender from its own funds (and Loans shall not be considered outstanding for purposes of determining the Borrowers shall have no liability with respect thereto)unused portion of the Aggregate Commitments. The Administrative Agent shall pay distribute the Line Unused Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to in accordance with the aggregate Line Fee due to all Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage respective Commitments of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination DateLenders.

Unused Fee. In addition to any other fee to be paid by the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers Borrower shall pay to the Administrative Agent for the account of the Revolving Credit Lenders, Lenders an unused commitment fee (the “Unused Fee”), from the date hereof in the case of each Initial Lender that is a Revolving Credit Lender and from the effective date specified in the Assignment and Acceptance or the Accession Agreement, as the case may be, pursuant to which it became a Revolving Credit Lender in the case of each other Revolving Credit Lender until the Maturity Date in respect of the Revolving Credit Facility, payable in arrears quarterly on the last day of each March, June, September and December, commencing March 31, 2013, and on the Maturity Date in respect of the Revolving Credit Facility. If The Unused Fee payable for the account of each Revolving Credit Lender shall be calculated for each period for which the Unused Fee actually paid by is payable on the Borrowers is insufficient to pay an amount equal to average daily Unused Revolving Credit Commitment of such Revolving Credit Lender during such period at the Line Fee to rate of either (i) at any time the average daily Unused Revolving Credit Commitment equals or exceeds 50.00% of the sum of the Revolving Credit Lenders’ Revolving Credit Commitments, 0.30% per annum or (ii) at any time the deficiency shall be paid to average daily Unused Revolving Credit Commitment is less than 50.00% of the sum of the Revolving Credit Lenders by Lenders’ Revolving Credit Commitments, 0.25% per annum; provided, that notwithstanding the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto). The Administrative Agent shall pay the Line Fee (and any amounts payable by the Swing Line Lender hereunder) foregoing or anything in this Agreement to the Revolving Credit Lenders based upon their pro rata share contrary, during any period of time within which the Parent Guarantor receives and maintains an amount equal to the aggregate Line Fee due to all Revolving Credit Lenders; provided thatInvestment Grade Rating, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The no Unused Fee shall be paid in arrears, on payable by the first day Borrower to the Administrative Agent for the account of each quarter after the execution of this Agreement and on the Termination DateRevolving Credit Lenders.

Unused Fee. In addition From and after the Closing Date, the Borrower agrees to any other fee to be paid by the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall pay to the Administrative Agent for the account ratable benefit of the Revolving Credit LendersLenders an unused fee (the “Unused Fee”) computed at the Unused Fee Rate on the average daily amount of the Available Commitments during the period for which payment is made. To the extent applicable, the Unused Fee. If Fee shall accrue at all times during the Commitment Period (and thereafter so long as Revolving Obligations shall remain outstanding), including periods during which the conditions to Extensions of Credit in Section 4.02 may not be met, and shall be payable quarterly in arrears on the tenth (10th) day following the last day of each March, June, September and December, commencing with the first such date to occur after the Closing Date, and on the Termination Date (and, if applicable, thereafter on demand); provided that pursuant to Section 2.15(a)(iii), (i) no Unused Fee actually paid by shall accrue on the Borrowers is insufficient to pay an amount equal to the Line Revolving Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (ii) any Unused Fee accrued with respect to the Revolving Credit Lenders, Commitment of a Defaulting Lender during the deficiency 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 paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto)a Defaulting Lender. The Administrative Agent shall pay distribute the Line Unused Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to in accordance with the aggregate Line Fee due to all respective Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage Commitments of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination DateLenders.

Unused Fee. In addition to any other fee to be paid by During the term of the Loan, the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall agree to pay to the Administrative Agent for the account ratable benefit of the Revolving Credit Lenders, Lenders an unused fee (the “Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay ”) for each calendar quarter (or portion thereof) in an amount equal to the Line sum of the Daily Unused Fees incurred during such period. The Unused Fee shall accrue at all times during the Revolving Loan Commitment Period (and thereafter so long as Obligations shall remain outstanding), including periods during which the conditions to Advances in Section 4.02 may not be met, and shall be payable quarterly in arrears on each Payment Date in April, July, October and January for the immediately preceding calendar quarter, commencing with the first such date to occur after the Closing Date, and on the Maturity Date (and, if applicable, thereafter on demand); provided, that (i) no Unused Fee shall accrue on the Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (ii) any Unused Fee accrued with respect to the Revolving Credit Lenders, Commitment of a Defaulting Lender during the deficiency 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 paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto)a Defaulting Lender. The Administrative Agent shall pay distribute the Line Unused Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their (other than Defaulting Lenders) pro rata share of an amount equal to in accordance with the aggregate Line Fee due to all Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage respective Commitments of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination DateLenders.

Unused Fee. In addition to any other fee to be paid by the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall pay to the Administrative Agent for the account of the Revolving Credit Lenders, Multi-Currency Lenders and to the Canadian Administrative Agent for the account of the Canadian Lenders an unused commitment fee (the "Unused Fee. If ") in U.S. Dollars computed each day, on each Multi-Currency Lender's Adjusted Unused Multi-Currency Commitment and each Canadian Subsidiary Lender's Unused Canadian Commitment, from the Initial Funding Date until the Revolving Loan Maturity Date at a rate per annum equal to the Applicable Margin for the Unused Fee actually paid in effect from time to time, which fee shall be due and payable quarterly in arrears on the last day of each calendar quarter (commencing with the calendar quarter ending March 31, 2004) and, if then unpaid, on the Revolving Loan Maturity Date; provided, however, that any Unused 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 Borrowers is insufficient to pay an amount equal so long as such Lender shall be a Defaulting Lender except to the Line extent that such Unused Fee to the Revolving Credit Lenders, the deficiency shall be paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds (otherwise have been due and the Borrowers shall have no liability with respect thereto). The Administrative Agent shall pay the Line Fee (and any amounts payable by the Swing Line Lender hereunder) Borrowers prior to the Revolving Credit Lenders based upon their pro rata share of an amount equal to the aggregate Line Fee due to all Revolving Credit Lenderssuch time; and provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The further that no Unused Fee shall accrue on any of the Commitments of a Defaulting Lender so long as such Lender shall be paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination Datea Defaulting Lender.

Unused Fee. In addition to any other fee to be paid by From and after the Funding Date, the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall agree to pay to the Administrative Agent for the account ratable benefit of the Revolving Credit Lenders, Lenders an unused fee (the “Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay ”) for each calendar month (or portion thereof) in an amount equal to the Line sum of the Daily Unused Fees incurred during such period. The Unused Fee shall accrue at all times during the Commitment Period, including periods during which the conditions to Extensions of Credit in Section 4.02 may not be met, and shall be payable monthly in arrears on the first Business Day of each calendar month (commencing with the first such date to occur after the Funding Date) and on the Maturity Date; provided, that (i) no Unused Fee shall accrue on the Commitment of a Defaulting Lender so long as such Lender shall be a Defaulting Lender and (ii) any Unused Fee accrued with respect to the Revolving Credit Lenders, Commitment of a Defaulting Lender during the deficiency period prior to the time such Lender became a Defaulting Lender and unpaid at such time shall not be payable by the Borrowers so long as such Lender shall be paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto)a Defaulting Lender. The Administrative Agent shall pay distribute the Line Unused Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to in accordance with the aggregate Line Fee due to all respective Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage Commitments of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/CsLenders. The Unused Fee shall be fully earned when paid in arrears, on the first day of each quarter after the execution of this Agreement and on the Termination Dateshall not be refundable for any reason whatsoever.

Unused Fee. In addition During the Commitment Period, the Lessor agrees to any other fee pay or to cause to be paid by the Borrowers on account of the Revolving Credit, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall pay to the Administrative Agent for the account of (a) the Revolving Credit Lenders, respectively, an unused fee (the "Lender Unused Fee. If ") equal to the product of the average daily ----------------- Available Commitment of each Lender during the Commitment Period multiplied by the Applicable Percentage and (b) the Holders, respectively, an unused fee (the "Holder Unused Fee") equal to the product of the average daily Available Holder ------------------ Commitment of each Holder during the Commitment Period multiplied by the Applicable Percentage; provided, however, the Lessor shall pay such amounts -------- ------- described in this Section 7.4 only if (i) such amounts are properly described in a Requisition delivered on or before the Unused Fee actually paid by the Borrowers is insufficient to pay an amount equal to the Line Fee to the Revolving Credit Lenders, the deficiency shall be paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds (and the Borrowers shall have no liability with respect thereto). The Administrative Agent shall pay the Line Fee (and any amounts payable by the Swing Line Lender hereunder) to the Revolving Credit Lenders based upon their pro rata share of an amount equal to the aggregate Line Fee due to all Revolving Credit Lenders; provided that, for purposes of calculating the pro rata share of any Person which is both the Swing Line Lender and a Revolving Credit Lender, such Person's share shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, Payment Date and (ii) funds are made available by the sum Lenders and the Holders in connection with such Requisition in an amount sufficient to allow such payment; provided, further, -------- ------- the Lessee agrees to timely pay all amounts referred to in this Section 7.4 to the extent not paid by the Lessor. Such Unused Fees shall be payable quarterly in arrears on each Unused Fee Payment Date. If all or a portion of (A) any such Person's Revolving Credit Commitment Percentage of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall not be paid when due, such overdue amount shall bear interest, payable by the Lessee on demand, at a rate per annum equal to the ABR (or in arrearsthe case of Holder Yield, on the first day ABR plus the Applicable Percentage for Eurodollar Holder Advances) plus two percent (2%) from the date of each quarter after the execution of this Agreement and on the Termination Datesuch non-payment until such amount is paid in full (as well as before judgment).

Unused Fee. In addition to any other fee to be paid by For the Borrowers period beginning on account of the Closing Date and ending on the Revolving CreditCredit Termination Date, each Revolving Credit Lender shall be paid the Line Fee by the Administrative Agent at the times and in the manner set forth below. The Borrowers shall Borrower agrees to pay to the Administrative Agent Agent, for the account benefit of the Lenders based on their Applicable Commitment Percentages, an unused fee equal to, as to each Lender, the Applicable Unused Fee multiplied by the average daily amount by which the Revolving Credit Lenders, Commitment of such Lender (calculated without giving effect to clause (i) of the Unused Fee. If the Unused Fee actually paid by the Borrowers is insufficient to pay an amount equal to the Line Fee to the definition of "Total Revolving Credit Lenders, Commitment") exceeds the deficiency shall be paid to the Revolving Credit Lenders by the Swing Line Lender from its own funds sum of (and the Borrowers shall have no liability with respect thereto). The Administrative Agent shall pay the Line Fee (and any amounts payable by the Swing Line Lender hereunderi) to the Revolving Credit Lenders based upon their such Lender's pro rata share of an amount equal to the aggregate Line Fee due to all (x) Revolving Credit LendersOutstandings (without giving effect to Swing Line Outstandings or outstanding Competitive Bid Loans) plus (y) Letter of Credit Outstandings plus (ii) the outstanding principal amount of all Competitive Bid Loans then held by such Lender; provided thatthat in no event shall such amount as to any Lender be a negative number. Such fees shall be due in arrears on the last Business Day of each March, for purposes June, September and December commencing September 30, 1996 to and on the Revolving Credit Termination Date. Notwithstanding the foregoing, so long as any Lender fails to make available any portion of calculating the its Revolving Credit Commitment when required to do so in accordance with this Agreement, such Lender shall not be entitled to receive payment of its pro rata share of any Person which is both the Swing Line such fee until such Lender and a Revolving Credit Lender, shall make available such Person's share portion. Such fee shall be equal to the difference between (i) the sum of such Person's Revolving Credit Commitment, and (ii) the sum of (A) such Person's Revolving Credit Commitment Percentage of the principal amount of the Revolving Loans then outstanding (including the principal amount of Swing Line Loans then outstanding), and (B) such Person's Revolving Credit Commitment Percentage of the then undrawn Stated Amount of outstanding L/Cs. The Unused Fee shall be paid in arrears, calculated on the first day basis of each quarter after a year of 360 days for the execution actual number of this Agreement and on the Termination Datedays elapsed.