hereunder unless the Borrower has made payment to the Administrative Agent for the account of [[Organization B:Organization]] in immediately available funds the upfront fees payable under [Section 2.4] and the Borrower has furnished to the Administrative Agent with sufficient copies for [[Organization B:Organization]]:

Other Fees. The [[Consolidated Parties:Organization]] shall, without duplication, pay to the Arrangers and the Administrative Agent the fees described in the Fee Letter in the amounts and at the times specified in the Fee Letter. [[Administrative Agent:Organization]] shall pay to the Lenders that portion of such fees paid to it by the [[Consolidated Parties:Organization]] that represent the upfront fees specified in the Fee Letter as being payable to such Lenders. Such fees shall be fully earned when paid and shall not be refundable for any reason whatsoever.

“Transaction Expenses” means any fees or expenses incurred or paid by the Sponsor, Parent, the Borrower or any of its (or their) Subsidiaries in connection with the Transactions (including expenses in connection with hedging transactions related to the Facilities and any original issue discount or upfront fees), this Agreement and the other Loan Documents and the transactions contemplated hereby and thereby.

“All-in-Yield” means as to any Indebtedness the yield to maturity thereof, whether in the form of interest rate margin, original issue discount, upfront fees, recurring periodic fees, any interest rate floors or similar devices, or otherwise, in each case payable generally to Lenders making such Loans, but excluding any arrangement, commitment, structuring, underwriting or other fees payable in connection therewith that are not generally shared with the relevant Lenders and customary consent fees paid generally to consenting Lenders.

“Subordinated Main Street Second Upfront Fee” means the “Second Upfront Fee” as defined in the Subordinated Main Street Loan Agreement.

Terms. Any Incremental Revolving Facility Increase will be on terms identical to (and shall form part of) the Revolving Facility Commitments, except with respect to any arrangement, upfront, structuring or similar fees that may be agreed to by and among the Borrower and the Incremental Lenders.

Person has a financial interest in the transactions contemplated hereby in that such Person or an Affiliate thereof # may receive interest or other payments with respect to the Loans, the Letters of Credit, the Commitments, this Agreement and any other Loan Documents, # may recognize a gain if it extended the Loans, the Letters of Credit or the Commitments for an amount less than the amount being paid for an interest in the Loans, the Letters of Credit or the Commitments by such Lender or # may receive fees or other payments in connection with the transactions contemplated hereby, the Loan Documents or otherwise, including structuring fees, commitment fees, arrangement fees, facility fees, commitment fees, upfront fees, underwriting fees, ticking fees, agency fees, administrative agent fees or collateral agent fees, utilization fees, minimum usage fees, letter of credit fees, fronting fees, deal-away or alternate transaction fees, amendment fees, processing fees, term out premiums, banker’s acceptance fees, breakage or other early termination fees or fees similar to the foregoing.

the Borrower shall have delivered, by wire transfer or immediately available funds, to the Lender the amount of $93,750 as an upfront fee, which such upfront fee shall be fully earned and payable on the Effective Date; and

SECTION #Subordinated Main Street Second Upfront Fee.‌98

Upfront Fee; Commitment Fee; Reductions in Aggregate Commitment