Amendment to Section 9.12. Section 9.12 of the Credit Agreement is hereby amended and restated in its entirety to read as follows:
Amendment to Section 9.12. Section 9.12 of the LLC Agreement is hereby amended and restated in its entirety to read as follows:
Amendment to Section 9.12. Section 9.12 of the Existing Credit Agreement is hereby deleted in its entirety and replaced with the following:
Amendment to Section 9.12. (a) Section 9.12(d) is hereby amended by (i) replacing the reference therein to “clauses (a) though (c) or (e)” with “clauses (a), (b), (c), (e), (f) or (g)” and (ii) deleting the word “and” at the end of such section.
(b) Section 9.12(e) and Section 9.12(f) are hereby amended and restated in their entirety and replaced with clauses (e), (f) and (g) as follows:
Amendment to Section 9.12. Section 9.12 is amended by adding the following at the end thereof: Promptly following any request therefor, the Borrower shall provide information and documentation reasonably requested by the Administrative Agent or any Lender for purposes of compliance with applicable “know your customer” and anti-money-laundering rules and regulations, including, without limitation, the PATRIOT Act and the Beneficial Ownership Regulation.
Amendment to Section 9.12. Section 9.12(a) of the Master Agreement hereby is amended (i) by deleting each reference to the words Asset Purchase Agreement (as a stand-alone term) and replacing them in each case with the phrase “agreement consummating the exercise of a Put Option,” (ii) by adding the words “Seller’s Parent,” immediately prior to either of the phrases “Seller and the Company” or “Seller or the Company,” in each case in the form, whether singular or possessive, of the amended phrase, (iii) deleting the phrase “Seller or any of its Affiliates” in the fourth sentence of Section 9.12(a) and replacing it with the phrase “Seller’s Parent, Seller or any of their Affiliates,” and (iv) by adding the words “Seller’s Parent or” immediately prior to the word “Seller” in subclause (C) of clause (i) of Section 9.12(a). Section 9.12(b) of the Master Agreement hereby is amended by adding the words “Seller’s Parent,” immediately prior to the word “Seller,” in each case in the form, whether singular or possessive, of the amended word.
Amendment to Section 9.12. The last sentence of Section 9.12 of the Existing Credit Agreement is hereby amended and restated as follows: The foregoing prohibitions shall not apply to (i) restrictions contained in any Credit Document or (ii) restrictions contained, in the case of clause (a), in any agreement governing any Indebtedness permitted by section 9.5 as to the assets financed with the proceeds of such Indebtedness and (iii) any SPV (including any agreements entered into prior to the date hereof).
Amendment to Section 9.12. Section 9.12 is hereby amended by adding the words “(including any transfer that is effected through the division of a Person; provided that, a division of a Loan Party pursuant to Section 18-217 of the Delaware Limited Liability Company Act (or any corresponding provision of any successor statute thereof) that is permitted under and in accordance with Section 9.05, shall not be restricted by this Section 9.12)” after the first reference to the word “Property” in Section 9.12.
Amendment to Section 9.12. Section 9.12 of the Credit Agreement is hereby amended by replacing the word “and” before clause (h) with “,” and the following shall be inserted as the new clause (i) at the end of Section 9.12: , and (i) sale or other disposition (including for the avoidance of doubt exchanges, swaps or trades) of Oil and Gas Properties not constituting Proved Reserves; provided that (i) no Default or Event of Default has occurred and is continuing or would result from such exchange, swap or trade and (ii) the consideration received in respect of such exchange, swap or trade shall be equal to or greater than the fair market value of the Oil and Gas Property (or interest therein) subject of such exchange, swap or trade (in each case, as reasonably determined by the Borrower and, if requested by the Administrative Agent, the Borrower shall deliver a certificate of a Responsible Officer of the Borrower certifying to that effect).
Amendment to Section 9.12. Section 9.12 of the Credit Agreement is hereby amended by amending and restating the proviso immediately following paragraph (d) thereof in its entirety as follow: “provided that the cash proceeds (net of costs of sale) of any Transfer of any Borrowing Base Property (A) when any Event of Default exists shall be used to prepay the Borrowings and (B) when the total Credit Exposures exceeds the redetermined or adjusted Borrowing Base shall be used to prepay the Borrowings in accordance with Section 3.04(c)(ii); provided further that no proceeds from the Xxxxxx/Xxxxxx County Sale shall be used to Redeem Second Lien Debt or Permitted Refinancing Debt.
