"Unused Line Fee" has the meaning specified therefor in [Section 2.10(b)] of the Agreement.

Borrowers shall pay to Administrative Agent, for the account of Tranche A Lenders and Tranche A-1 Lenders, an unused line fee calculated at one-quarter of one (0.25%) percent per annum multiplied by the difference between the Tranche A Maximum Credit plus the Tranche A-1 Maximum Credit and the average outstanding Revolving Loans and Letter of Credit Accommodations during the immediately preceding month (or part thereof) while this Agreement is in effect and for so long thereafter as any of the Obligations are outstanding, which fee shall be payable on the first day of each month in arrears. Swing Line Loans shall not be considered in the calculation of the unused line fee. Such unused line fee shall be calculated on the basis of a 360 day year and actual days elapsed.

The Applicable Unused Line Fee Percentage shall be re-determined on the first date of each calendar quarter by Agent.

“Applicable Unused Line Fee Percentage” means, as of any date of determination, the applicable percentage set forth in the following table that corresponds to the Average Revolver Usage of Borrowers for the most recently completed fiscal quarter as determined by Agent in its Permitted Discretion; provided, that, (a) for the period from the Amendment No. 9 Effective Date through and including May 31, 2021, the Applicable Unused Line Fee Percentage shall be set at the rate in the row styled “Level I” and (b) any time an Event of Default has occurred and is continuing, the Applicable Unused Line Fee Percentage shall be set at the margin in the row styled “Level II”:

Revolving Line Termination Fee. The Revolving Line Termination Fee, if and when due hereunder; and

Fees. Borrower agrees to pay to Bank in arrears at the end of each calendar quarter and on the Termination Date an annual fee (payable in quarterly installments) on the unused portion of the Revolving Line of Credit equal to 0.15 percent (as calculated on an annual basis from the date hereof), with the unused portion of the Revolving Line of Credit calculated as the difference between the Revolving Line of Credit and the average daily outstanding amount of the Advances.

Unused Fees. The Borrower agrees to pay to the Administrative Agent, for the ratable benefit of each Revolving Lender based upon each such Lender’s Revolving Facility Percentage (except as otherwise provided in Section 2.18 with respect to Defaulting Lenders), as consideration for the Revolving Commitments of the Revolving Lenders, unused fees (the “Unused Fees”) for the period from the Closing Date to, but not including, the Revolving Facility Termination Date, computed for each day at a rate per annum equal to # the Applicable Margin for Unused Fees times # the Unused Total Revolving Commitment in effect on such day. Accrued Unused Fees shall be due and payable in arrears on the last Business Day of each December, March, June and September and on the Revolving Facility Termination Date. For purposes of computing Unused Fees with respect to the Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be deemed used to the extent of the outstanding Revolving Loans and LC Outstandings, but neither the Swing Line Exposure of such Lender nor any outstanding Competive Bid Loan of any Lender shall be deemed to be usage of the Revolving Commitment of any Lender.

The Borrower shall pay to the Bank an unused commitment fee equal to the product of: # the aggregate of the daily average amounts of the Unused Commitment times # a per annum percentage equal to 0.25%. Such unused commitment fee shall accrue from and including April 1, 2024 to and including the Termination Date. Unused commitment fees shall be payable quarterly in arrears on each Quarterly Payment Date and on the Termination Date; provided, that should the Commitment be terminated at any time prior to the Termination Date for any reason, the entire accrued and unpaid fee shall be paid on the date of such termination.

“Unused Line Fee Percentage” shall mean # for each calendar month for which the average outstanding principal balance of the Obligations is greater than or equal to fifty percent (50%) of the Total Credit Facility, 0.50% per annum and # for each calendar month for which the average outstanding principal balance of the Obligations is less than fifty percent (50%) of the Total Credit Facility, 1.0% per annum.

"Unused Facility Fee" has the meaning assigned to such term in Section 3.2(a).