Letter of Credit Fees. On the date of issuance or extension, or increase in the amount, of any Letter of Credit pursuant to [Section 2.03], the Borrower shall pay to the L/C Issuer for its own account a fronting fee equal to 0.125% of the face amount of (or of the increase in the face amount of) such Letter of Credit. Quarterly in arrears, on the last day of each March, June, September, and December, commencing on the first such date occurring after the Closing Date, the Borrower shall pay to the Administrative Agent, for the ratable benefit of the Lenders in accordance with their Percentages, a letter of credit fee (the “L/C Participation Fee”) at a rate per annum equal to the Applicable Margin (computed on the basis of a year of 360 days and the actual number of days elapsed) in effect during each day of such quarter applied to the daily average face amount of Letters of Credit outstanding during such quarter. In addition, the Borrower shall pay to the L/C Issuer for its own account the L/C Issuer’s standard issuance, drawing, negotiation, amendment, assignment, and other administrative fees for each Letter of Credit as established by the L/C Issuer from time to time.

Letter of Credit Fees. OnSubject to the dateprovisions of issuance or extension, or increase in the amount, of any Letter of Credit pursuant to [Section 2.03]19(a)(iii)], the Borrower shallagrees to pay to the L/C Issuer for its own account a fronting fee equal to 0.125% of the face amount of (or of the increase in the face amount of) such Letter of Credit. Quarterly in arrears, on the last day of each March, June, September, and December, commencing on the first such date occurring after the Closing Date, the Borrower shall pay# to the Administrative Agent,Agent for the ratable benefitaccount of the Lenderseach Lender a participation fee with respect to its participations in accordance with their Percentages, a letterLetters of credit fee (the “L/C Participation Fee”)Credit of each Class of Commitments, which shall accrue at a rate per annum equal to the Applicable Margin (computedapplicable to interest on SOFR Loans on the average daily amount of such Lender’s LC Exposure of such Class (excluding any portion thereof attributable to unreimbursed LC Disbursements) during the period from and including the Original Effective Date to but excluding the later of the date on which such Lender’s Commitment of such Class terminates and the date on which such Lender ceases to have any LC Exposure of such Class, and # to the Issuing Bank a fronting fee, which shall accrue at the rate of 0.125% per annum on the average daily amount of the LC Exposure (excluding any portion thereof attributable to unreimbursed LC Disbursements) during the period from and including the Original Effective Date to but excluding the later of the date of termination of the Commitments and the date on which there ceases to be any LC Exposure, as well as the Issuing Bank’s standard fees with respect to the issuance, amendment, renewal or extension of any Letter of Credit or processing of drawings thereunder. Participation fees and fronting fees accrued through and including each Quarterly Date shall be payable on the third Business Day following such Quarterly Date; provided that # all such fees with respect to the Letters of Credit of a Class shall be payable on the date on which the Commitments of such Class terminate, # any such fees accruing after the date on which such Commitments terminate shall be payable on demand and # without duplication, with respect to any Letter of Credit that expires after the Commitment Termination Date as provided in [Section 2.05(d)], the Borrower shall continue to pay the fronting and other fees specified in [Section 2.11(b)(ii)] above following the Commitment Termination Date for so long as such Letter of Credit remains outstanding. Any other fees payable to the Issuing Bank pursuant to this paragraph shall be payable within 10 days after demand. All participation fees and fronting fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed) in effect during eachelapsed (including the first day of such quarter applied tobut excluding the daily average face amount of Letters of Credit outstanding during such quarter. In addition, the Borrower shall pay to the L/C Issuer for its own account the L/C Issuer’s standard issuance, drawing, negotiation, amendment, assignment, and other administrative fees for each Letter of Credit as established by the L/C Issuer from time to time.last day).

Letter of Credit Fees. On the date of issuance or extension, or increase in the amount, of any Letter of Credit pursuantThe Borrower agrees to [Section 2.03], the Borrower shall pay to the L/C Issuer for its own account a fronting fee equal to 0.125% of the face amount of (or of the increase in the face amount of) such Letter of Credit. Quarterly in arrears, on the last day of each March, June, September, and December, commencing on the first such date occurring after the Closing Date, the Borrower shall pay# to the Administrative Agent,Agent for the ratable benefitaccount of the Lenderseach Lender a participation fee with respect to its participations in accordance with their Percentages, a letterLetters of credit fee (the “L/C Participation Fee”)Credit, which shall accrue at a rate per annum equal to the Applicable Margin (computedapplicable to interest on Term Benchmark Loans (or, if such Letter of Credit is denominated in GBP, RFR Loans) on the daily maximum amount of such Lender’s LC Exposure (excluding any portion thereof attributable to unreimbursed LC Disbursements) during the period from and including the Effective Date to but excluding the later of the date on which such Lender’s Commitment of the applicable Class terminates and the date on which such Lender ceases to have any LC Exposure of such Class, and # to each Issuing Bank a fronting fee, which shall accrue at the rate of 0.25% per annum on the daily maximum amount of the LC Exposure (excluding any portion thereof attributable to unreimbursed LC Disbursements) applicable to Letters of Credit issued by such Issuing Bank during the period from and including the Effective Date to but excluding the later of the date of termination of the Commitments and the date on which there ceases to be any LC Exposure, as well as each Issuing Bank’s standard fees with respect to the issuance, amendment, renewal or extension of any Letter of Credit or processing of drawings thereunder. Participation fees and fronting fees accrued through and including each Quarterly Date shall be payable in arrears on the sixth (6th) Business Day following such Quarterly Date, commencing on ​; provided that, all such fees with respect to the Letters of Credit shall be payable on the date on which the Commitments of the applicable Class terminate (the “termination date”), the Borrower shall pay any such fees that have accrued and that are unpaid on the termination date and, in the event any Letters of Credit shall be outstanding that have expiration dates after the termination date, the Borrower shall prepay on the termination date the full amount of the participation and fronting fees that will accrue on such Letters of Credit subsequent to the termination date through but not including the date such outstanding Letters of Credit are scheduled to expire (and in that connection, the ​ agree not later than the date two (2) Business Days after the date upon which the last such Letter of Credit shall expire or be terminated to rebate to the Borrower the excess, if any, of the aggregate participation and fronting fees that have been prepaid by the Borrower over the amount of such fees that ultimately accrue through the date of such expiration or termination). Any other fees payable to the Issuing Banks pursuant to this paragraph shall be payable within ten (10) Business Days after demand. All participation fees and fronting fees shall be computed on the basis of a year of 360three hundred sixty (360) days and shall be payable for the actual number of days elapsed) in effect during eachelapsed (including the first day of such quarter applied tobut excluding the daily average face amount of Letters of Credit outstanding during such quarter. In addition, the Borrower shall pay to the L/C Issuer for its own account the L/C Issuer’s standard issuance, drawing, negotiation, amendment, assignment, and other administrative fees for each Letter of Credit as established by the L/C Issuer from time to time.last day).

Letter of Credit Fees. On the date of issuance or extension, or increase in the amount, of any Letter of Credit pursuantThe Borrower agrees to [Section 2.03], the Borrower shall pay to the L/C Issuer for its own account a fronting fee equal to 0.125% of the face amount of (or of the increase in the face amount of) such Letter of Credit. Quarterly in arrears, on the last day of each March, June, September, and December, commencing on the first such date occurring after the Closing Date, the Borrower shall pay# to the Administrative Agent,Agent for the ratable benefitaccount of the Lenderseach Revolving Lender a participation fee with respect to its participations in accordance with their Percentages, a letterLetters of credit fee (the “L/C Participation Fee”)Credit, which shall accrue at a rate per annum equal to the Applicable Margin (computedRate applicable to interest on Eurodollar Loans on the average daily amount of such Lender’s LC Exposure (excluding any portion thereof attributable to unreimbursed LC Disbursements) during the period from and including the First Amendment and Restatement Effective Date to but excluding the later of the date on which such Lender’s Revolving Commitment terminates and the date on which such Lender ceases to have any LC Exposure, and # to the applicable Issuing Bank a fronting fee, which shall accrue at the rate of 0.125% per annum on the average daily amount of the LC Exposure of Letters of Credit issued by such Issuing Bank (excluding any portion thereof attributable to unreimbursed LC Disbursements) during the period from and including the First Amendment and Restatement Effective Date to but excluding the later of the date of termination of the Commitments and the date on which there ceases to be any LC Exposure, as well as the applicable Issuing Bank’s standard fees with respect to the issuance, amendment, renewal or extension of any Letter of Credit or processing of drawings thereunder. Participation fees and fronting fees accrued through and including each Quarterly Date shall be payable on the third Business Day following such Quarterly Date, commencing on the first such date to occur after the First Amendment and Restatement Effective Date; provided that all such fees shall be payable on the date on which the Commitments terminate and any such fees accruing after the date on which the Commitments terminate shall be payable on demand. Any other fees payable to the applicable Issuing Bank pursuant to this paragraph shall be payable within 10 days after demand. All participation fees and fronting fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed) in effect during eachelapsed (including the first day of such quarter applied tobut excluding the daily average face amount of Letters of Credit outstanding during such quarter. In addition, the Borrower shall pay to the L/C Issuer for its own account the L/C Issuer’s standard issuance, drawing, negotiation, amendment, assignment, and other administrative fees for each Letter of Credit as established by the L/C Issuer from time to time.last day).

Letter of Credit Fees. On the date of issuance or extension, or increase in the amount, of any Letter of Credit pursuantFee. The Borrowers agree to [Section 2.03], the Borrower shall pay to the L/C Issuer for its own account a fronting fee equal to 0.125% of the face amount of (or of the increase in the face amount of) such Letter of Credit. Quarterly in arrears, on the last day of each March, June, September, and December, commencing on the first such date occurring after the Closing Date, the Borrower shall pay to the Administrative Agent, for the ratable benefitaccount of the LendersLenders, in accordance with their Percentages,respective Pro Rata Shares, for each Letter of Credit, a letter of credit fee (the “L/C Participation“Letter of Credit Fee”) at a rate per annum equal to the Applicable Margin (computedper annum of the undrawn face amount of each Letter of Credit issued for the Borrowers’ account at the Borrowers’ request, plus all out-of-pocket costs, fees and expenses incurred by the Agent in connection with the application for, processing of, issuance of, or amendment to any Letter of Credit, which costs, fees and expenses shall include a “fronting fee” payable to such issuer. The Letter of Credit Fee shall be payable monthly in arrears on the 1st day of each month following any month in which a Letter of Credit was issued and/or in which a Letter of Credit remains outstanding and on the Maturity Date. The Letter of Credit Fee shall be payable when a Letter of Credit is issued, renewed, extended, or amended, as appropriate for the period of time during which the Letter of Credit will be outstanding. The Letter of Credit Fee shall be computed on the basis of a 360-day year of 360 days andfor the actual number of days elapsed) in effect during each day of such quarter applied to the daily average face amount of Letters of Credit outstanding during such quarter. In addition, the Borrower shall pay to the L/C Issuer for its own account the L/C Issuer’s standard issuance, drawing, negotiation, amendment, assignment, and other administrative fees for eachelapsed. The Letter of Credit as established byFee shall be increased to the L/C Issuer from time to time.Default Rate in accordance with [Section 2.5(b)].

Fronting Fee and Documentary and Processing Charges Payable to [Section 2.03], theL/C Issuer. The Borrower shall pay directly to the L/C Issuer for its own account a fronting fee equalwith respect to 0.125% of the face amount of (or of the increase in the face amount of) sucheach Letter of Credit. Quarterly in arrears, onCredit, at the last day of each March, June, September, and December, commencing on the first such date occurring after the Closing Date, the Borrower shall pay to the Administrative Agent, for the ratable benefit of the Lenders in accordance with their Percentages, a letter of credit fee (the “L/C Participation Fee”) at a rate per annum equal to 0.125% per annum times the Applicable Margin (computedDollar Equivalent of the maximum stated amount of such Letter of Credit, and payable upon the issuance thereof, on a quarterly basis in arrears. Such fronting fee shall be due and payable no later than the tenth Business Day after the end of each fiscal quarter end in the most recently-ended quarterly period (or portion thereof, in the case of the first payment), commencing with the first such date to occur after the issuance of such Letter of Credit, on the basisMaturity Date and thereafter on demand. For purposes of a yearcomputing the daily amount available to be drawn under any Letter of 360 days andCredit, the actual number of days elapsed) in effect during each dayamount of such quarter applied to the daily average face amount of LettersLetter of Credit outstanding during such quarter.shall be determined in accordance with [Section 1.06]. In addition, the Borrower shall pay directly to the L/C Issuer for its own accountaccount, in Dollars, the L/C Issuer’s standardcustomary issuance, drawing, negotiation, amendment, assignment,presentation, amendment and other administrative fees for each Letterprocessing fees, and other standard costs and charges, of Credit as established by the L/C Issuer relating to letters of credit as from time to time.time in effect. Such customary fees and standard costs and charges are due and payable on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to [Section 2.03], theL/C Issuer. The Borrower shall pay directly to the L/C Issuer for its own account a fronting fee equalwith respect to each Letter of Credit, at the rate per annum of 0.125%, computed on either # so long as no Event of Default has occurred and is continuing, the excess of the facedaily amount of (or of the increase in the face amount of)available to be drawn under such Letter of Credit. QuarterlyCredit over the amount of any Cash Collateral provided by such Borrower with respect to such Letter of Credit as a result of a Revolving Credit Lender becoming a Defaulting Lender or # otherwise, the daily amount available to be drawn under such Letter of Credit (irrespective of any Cash Collateral provided with respect thereto), in arrears,each case on a quarterly basis in arrears. Such fronting fee shall be due and payable on the last daytenth Business Day after the end of each March, June, September,September and December,December in respect of the most recently-ended quarterly period (or portion thereof, in the case of the first payment), commencing onwith the first such date occurringto occur after the Closing Date,issuance of such Letter of Credit, on the BorrowerLetter of Credit Expiration Date and thereafter on demand. For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit shall pay to the Administrative Agent, for the ratable benefit of the Lendersbe determined in accordance with their Percentages, a letter of credit fee (the “L/C Participation Fee”) at a rate per annum equal to the Applicable Margin (computed on the basis of a year of 360 days and the actual number of days elapsed) in effect during each day of such quarter applied to the daily average face amount of Letters of Credit outstanding during such quarter.[Section 1.06]. In addition, the Borrower shall pay directly to the L/C Issuer for its own account the L/C Issuer’s standardcustomary issuance, drawing, negotiation, amendment, assignment,presentation, amendment and other administrative fees for each Letterprocessing fees, and other standard costs and charges, of Credit as established by the L/C Issuer relating to letters of credit as from time to time.time in effect. Such customary fees and standard costs and charges are due and payable on demand and are nonrefundable.

Fronting Fee and Documentary and Processing Charges Payable to [Section 2.03], theL/C Issuer. The Borrower shall pay directly to the L/C Issuer for its own account a fronting fee equalwith respect to each Letter of Credit of 0.125% ofcomputed on the facedaily amount of (or of the increase in the face amount of)available to be drawn under such Letter of Credit. QuarterlyCredit on a quarterly basis in arrears,arrears. Such fronting fee shall be due and payable on the last daytenth Business Day after the end of each March, June, September,September and December,December in respect of the most recently-ended quarterly period (or portion thereof, in the case of the first payment), commencing onwith the first such date occurringto occur after the Closing Date,issuance of such Letter of Credit, on the BorrowerLetter of Credit Expiration Date and thereafter on demand. For purposes of computing the daily amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit shall pay to the Administrative Agent, for the ratable benefit of the Lendersbe determined in accordance with their Percentages, a letter of credit fee (the “L/C Participation Fee”) at a rate per annum equal to the Applicable Margin (computed on the basis of a year of 360 days and the actual number of days elapsed) in effect during each day of such quarter applied to the daily average face amount of Letters of Credit outstanding during such quarter.[Section 1.06]. In addition, the Borrower shall pay directly to the L/C Issuer for its own account the L/C Issuer’s standardcustomary issuance, drawing, negotiation, amendment, assignment,presentation, amendment and other administrative fees for each Letterprocessing fees, and other standard costs and charges, of Credit as established by the L/C Issuer relating to letters of credit as from time to time.time in effect. Such customary fees and standard costs and charges are due and payable on demand and are nonrefundable.

L/C Participation Fees. The Borrowers, jointly and severally, agree to pay # to the Administrative Agent, for the ratable account of Credit Fees. Onthe Lenders, a fee (the "L/C Participation Fee") in Dollars in an amount equal to # the Applicable Margin, multiplied by # the daily average L/C Obligations, during the period from and including the Closing Date to but excluding the later of the date of issuance or extension, or increase intermination of the amount, ofRevolving Commitments and the date on which there ceases to be any Letter of Credit pursuant to [Section 2.03], the Borrower shall payL/C Obligations; and # to the L/C Issuer for its own account a fronting fee ("L/C Fronting Fee") at the time of the issuance of each Letter of Credit in an amount equal to 0.one-eighth of one percent (0.125%) of the face amount of (or of the increase in the face amount of) such Letter of Credit. QuarterlyThe Borrowers shall also, jointly and severally, pay to the L/C Issuer for the L/C Issuer's sole account the L/C Issuer's then in arrears,effect customary fees and administrative expenses payable with respect to letters of credit as the L/C Issuer may generally charge or incur from time to time in connection with the issuance, maintenance, modification (if any), assignment or transfer (if any), negotiation and administration of the Letters of Credit. Accrued L/C Participation Fees shall be computed and payable in arrears on the lastfirst day of each March, June, September,April, July, October and December,January of each year, commencing on the first such date occurringto occur after the Closing Date,Agreement Date; provided that all such fees shall be payable on the Borrowerdate on which the Revolving Commitments terminate and any such fees accruing after the date on which the Revolving Commitments terminate shall paybe payable on demand. Any other fees payable to the Administrative Agent,L/C Issuer pursuant to this paragraph shall be payable within ten days after demand. All L/C Participation Fees and L/C Fronting Fees shall be computed on the basis of a year of 365 days (or 366 days in a leap year) and shall be payable for the ratable benefitactual number of days elapsed (including the first day but excluding the last day). Notwithstanding the foregoing, if an Event of Default has occurred and is continuing, the Administrative Agent may, and shall at the direction of the Lenders in accordance with their Percentages, a letter of credit fee (the “L/Required Lenders, calculate L/C Participation Fee”)Fees and L/C Fronting Fees, as applicable, at a rate per annum equal to the Applicable Margin (computed on the basis of a year of 360 days and the actual number of days elapsed) in effect during each day of such quarter applied to the daily average face amount of Letters of Credit outstanding during such quarter. In addition, the Borrower shall pay to the L/C Issuer for its own account the L/C Issuer’s standard issuance, drawing, negotiation, amendment, assignment, and other administrative fees for each Letter of Credit as established by the L/C Issuer from time to time.Default Rate.

The Borrower agrees to [Section 2.03], the Borrower shall pay to the L/C Issuer for its own account a fronting fee equal to 0.125% of the face amount of (or of the increase in the face amount of) such Letter of Credit. Quarterly in arrears, on the last day of each March, June, September, and December, commencing on the first such date occurring after the Closing Date, the Borrower shall pay# to the Administrative Agent, for the ratable benefitaccount of the Lenders in accordance with their Percentages,each Lender, a letter of credit fee (the “L/C Participation Fee”)with respect to its participation in each Letter of Credit, which shall accrue at a rate per annum equal to the Applicable Margin (computedfor Eurodollar Loans then in effect on the basis of a year of 360 days and the actual number of days elapsed) in effect during each dayaverage daily amount of such quarter appliedLender’s LC Exposure attributable to such Letter of Credit during the period from and including the date of issuance of such Letter of Credit to but excluding the date on which such Letter of Credit expires or is drawn in full (including, without limitation, any LC Exposure that remains outstanding after the Commitment Termination Date) and # to the daily average face amount of Letters of Credit outstanding during such quarter. In addition, the Borrower shall pay to the L/C IssuerIssuing Bank for its own account a fronting fee, which shall accrue at 0.125% per annum on the L/C Issuer’s standard issuance, drawing, negotiation, amendment, assignment, and other administrative fees for eachaverage daily amount of the LC Exposure (excluding any portion thereof attributable to unreimbursed LC Disbursements) during the Availability Period (or until the date that such Letter of Credit is irrevocably cancelled, whichever is later), as establishedwell as the Issuing Bank’s standard fees with respect to issuance, amendment, renewal or extension of any Letter of Credit or processing of drawings thereunder. Notwithstanding the foregoing, if the Required Lenders elect to increase the interest rate on the Loans to the rate for Default Interest pursuant to [Section 2.12(b)], the rate per annum used to calculate the letter of credit fee pursuant to [clause (i) above] shall automatically be increased by the L/C Issuer from time to time.200 basis points.