Amendment to Section 9.21. Section 9.21 of the Credit Agreement is hereby amended and restated in its entirety as follows:
Amendment to Section 9.21. Section 9.21 of the Credit Agreement is hereby amended by deleting such section in its entirety and replacing it with the following: "Section 9.21. Certain Restrictions with respect to Permitted Transactions, Unrestricted Subsidiaries and Permitted Joint Ventures.
(a) Notwithstanding any other provision in this Agreement to the contrary, if an applicable Permitted Transaction has not occurred on or prior to December 31, 2017, then from January 1, 2018 through and including the earliest to occur of (x) April 1, 2018, (y) the date the applicable Permitted Transaction occurs and (z) the date the Borrower delivers a written notice to the Administrative Agent that such Permitted Transaction will not occur and is being abandoned (such earliest date, the "Option Termination Date"), the Obligors will not, and will not permit any of their respective Subsidiaries to invest or otherwise fund any operations, maintenance or other improvement of (a) the Merge Assets, (b) the Scoop/Stack Assets and/or (c) the Contributed Midstream Assets, using the proceeds of the Loans, cash constituting Collateral of the Lenders or proceeds of Collateral; provided, that until the Option Termination Date, so long as (A) no Borrowing Base Deficiency, Default or Event of Default has occurred and is continuing or would result therefrom, (B) on a pro forma basis after giving effect thereto, the Leverage Ratio shall be less than 2.50 to 1.00 and (C) on a pro forma basis after giving effect thereto, the amount available for borrowing under the Borrowing Base shall not be less than twenty percent (20%) of the Borrowing Base then in effect, the Borrower may fund any investment, operating or maintenance cost associated with such assets from such sources, in each case, subject to all other restrictions set forth in this Agreement and subject to the Collateral requirements herein and in the other Loan Documents.
(b) Notwithstanding any other provision in this Agreement to the contrary, none of the Obligors shall make any Investment in any Unrestricted Subsidiary or Permitted Joint Venture; provided, that Obligors may make Investments in any Unrestricted Subsidiary or Permitted Joint Venture to the extent expressly permitted by Section 9.05(g)(v) utilizing proceeds permitted by Section 9.04(a)(vi) and Section 9.04(a)(viii) in an aggregate amount not to exceed $40,000,000.
(c) Notwithstanding any other provision in this Agreement to the contrary, the Obligors:
(i) will cause the management, business...
Amendment to Section 9.21. Section 9.21 is hereby amended by (a) adding the word “unless” after the first occurrence of the term “Gas Sales Contract” and before subsection (i) and (b) replacing $2,500,000 with $5,000,000 in the second sentence.
Amendment to Section 9.21. Section 9.21 of the Credit Agreement is hereby amended by deleting such section in its entirety and replacing it with the following:
Amendment to Section 9.21. Section 9.21 is hereby amended by replacing $5,000,000 with $15,000,000 in the second sentence.
