Common use of Annual Determination of Borrowing Base Clause in Contracts

Annual Determination of Borrowing Base. As of the Fifth Amendment Closing Date, and until the next redetermination of the Borrowing Base, the Borrowing Base shall be $2,000,000,000. FI shall, on or prior to April 1 in each year commencing with 1996, furnish to each Bank a Borrowing Base Certificate dated as of April 1 of such year. Such Borrowing Base Certificate shall have attached thereto (A) a report on the operations, results and outlook for the FI Project prepared by FI and satisfactory to the Administrative Agent and (B) a schedule setting forth the projected ownership interest of FI and FCX in each of the Restricted Subsidiaries and FCX's projected ownership interest in FI and the projected cash flow associated with the FI Project and the assets of each of the Restricted Subsidiaries of FI (an update of such schedule shall also be required to be delivered to each Bank on or prior to each Borrowing Base redetermination). On or prior to the May 1 following the receipt by each Bank of such annual Borrowing Base Certificate, the Administrative Agent shall determine, based upon the information (including information as to projected cash flows) contained in such Borrowing Base Certificate and the reports and schedules attached thereto and on the Administrative Agent's Policies, a borrowing base calculation for FI (the "Borrowing Base") based on the projected future cash flow associated with the assets of FI. The recommended Borrowing Base as determined by the Administrative Agent shall be promptly communicated to the Banks together with the list of the Nonrestricted Subsidiaries (if any) included in such calculation. The Banks shall promptly consider and approve or disapprove the recommended Borrowing Base in writing and upon approval of such recommendations by the Required Banks by written notice to the Administrative Agent, such approved amount shall constitute the then effective Borrowing Base. In the event that the Administrative Agent's recommended Borrowing Base is not approved by the Required Banks, the Administrative Agent shall work with the Banks to agree upon a revised Borrowing Base acceptable to Banks sufficient to constitute the Required Banks. Such determination of the Borrowing Base by the Administrative Agent and such approval or nonapproval by the Required Banks of the effective Borrowing Base shall be based on their respective Policies. Each such determination (and each redetermination as provided for below) of the Borrowing Base shall remain in effect until the next succeeding calculation and approval of the Borrowing Base in the manner provided in this Article II. SECTION 2.2.

Annual Determination of Borrowing Base. As of the Fifth Amendment Closing Date, and until the next redetermination of the Borrowing Base, the Borrowing Base shall be $2,000,000,000. FI shall, on or prior to April 1 in each year commencing with 1996, furnish to each Bank a Borrowing Base Certificate dated as of April 1 of such year. Such Borrowing Base Certificate shall have attached thereto (A) a report on the operations, results and outlook for the FI Project prepared by FI and satisfactory to the Administrative Agent and Agent, (B) a schedule setting forth the projected ownership interest of FI and FCX in each of the Restricted Subsidiaries and FCX's projected ownership interest in FI (other than any interest attributable to the Pledged PTII Shares) and the projected cash flow associated with the FI Project and the assets of each of the Restricted Subsidiaries of FI (an update of such schedule shall also be required to be delivered to each Bank on or prior to each Borrowing Base redetermination)) and, commencing with the Borrowing Base Certificate due April 1, 1997, (C) FI's estimate of the market value of the Pledged PTII Shares and an explanation in reasonable detail of the manner in which such estimate was calculated, together with supporting information. On or prior to the May 1 following the receipt by each Bank of such annual Borrowing Base Certificate, the Administrative Agent shall determine, based upon the information (including information as to projected cash flows) contained in such Borrowing Base Certificate and the reports and schedules attached thereto and on the Administrative Agent's Policies, a borrowing base calculation for FI (the "Borrowing Base") based on the projected future cash flow associated with the assets Base Production (as such term is defined in the Final FI Trust Agreement) and, after the RTZ Lender loan is repaid in full and so long as the Banks have a first priority security interest in the FIEC Interests under the Final FI Trust Agreement, the FIEC Interests and including, as an addition to the Borrowing Base, an amount equal to the lesser of FI(i) 50% of the market value of the Pledged PTII Shares (as determined by the Administrative Agent based on the information contained in the Borrowing Base Certificate and such other factors as the Administrative Agent shall deem relevant) and (ii) the Obligations Amount. The recommended Borrowing Base as determined by the Administrative Agent shall be promptly communicated to the Banks together with the list of the Nonrestricted Subsidiaries (if anyanyy) included in such calculation. The Banks shall promptly consider and approve or disapprove disapprovve the recommended Borrowing Base in writing writing, and upon approval of such recommendations by the Required Banks by written notice to the Administrative Agent, such approved amount shall constitute the then effective Borrowing Base. In the event that the Administrative Agent's recommended Borrowing Base is not approved by the Required Banks, the Administrative Agent shall work with the Banks to agree upon a revised Borrowing Base acceptable to Banks sufficient to constitute the Required Banks. Such determination of the Borrowing Base by the Administrative Agent and such approval or nonapproval by the Required Banks of the effective Borrowing Base shall be based on their respective Policies. Each such determination (and each redetermination as provided for below) of the Borrowing Base shall remain in effect until the next succeeding calculation and approval of the Borrowing Base in the manner provided in this Article II.". SECTION 2.2.(c)

Annual Determination of Borrowing Base. As of the Fifth Amendment Closing Date, and until the next redetermination of the Borrowing Base, the Borrowing Base shall be $2,000,000,000. FI shall, on or prior to April 1 in each year commencing with 1996, furnish to each Bank a Borrowing Base Certificate dated as of April 1 of such year. Such Borrowing Base Certificate shall have attached thereto (A) a report on the operations, results and outlook for the FI Project prepared by FI and satisfactory to the Administrative Agent and Agent, (B) a schedule setting forth the projected ownership interest of FI and FCX in each of the Restricted Subsidiaries and FCX's projected ownership interest in FI (other than any interest attributable to the Pledged PTII Shares) and the projected cash flow associated with the FI Project and the assets of each of the Restricted Subsidiaries of FI (an update of such schedule shall also be required to be delivered to each Bank on or prior to each Borrowing Base redetermination)) and, commencing with the Borrowing Base Certificate due April 1, 1997, (C) FI's estimate of the market value of the Pledged PTII Shares and an explanation in reasonable detail of the manner in which such estimate was calculated, together with supporting information. On or prior to the May 1 following the receipt by each Bank of such annual Borrowing Base Certificate, the Administrative Agent shall determine, based upon the information (including information as to projected cash flows) contained in such Borrowing Base Certificate and the reports and schedules attached thereto and on the Administrative Agent's Policies, a borrowing base calculation for FI (the "Borrowing Base") based on the projected future cash flow associated with the assets Base Production (as such term is defined in the Final FI Trust Agreement) and, after the RTZ Lender loan is repaid in full and so long as the Banks have a first priority security interest in the FIEC Interests under the Final FI Trust Agreement, the FIEC Interests and including, as an addition to the Borrowing Base, an amount equal to the lesser of FI(i) 50% of the market value of the Pledged PTII Shares (as determined by the Administrative Agent based on the information contained in the Borrowing Base Certificate and such other factors as the Administrative Agent shall deem relevant) and (ii) the Obligations Amount. The recommended Borrowing Base as determined by the Administrative Agent shall be promptly communicated to the Banks together with the list of the Nonrestricted Subsidiaries (if any) included in such calculation. The Banks shall promptly consider and approve or disapprove the recommended Borrowing Base in writing writing, and upon approval of such recommendations by the Required Banks by written notice to the Administrative Agent, such approved amount shall constitute the then effective Borrowing Base. In the event that the Administrative Agent's recommended Borrowing Base is not approved by the Required Banks, the Administrative Agent shall work worrk with the Banks to agree upon a revised Borrowing Base acceptable to Banks sufficient to constitute the Required Banks. Such determination of the Borrowing Base by the Administrative Agent and such approval or nonapproval by the Required Banks of the effective Borrowing Base shall be based on their respective Policies. Each such determination (and each redetermination as provided for below) of the Borrowing Base shall remain in effect until the next succeeding calculation and approval of the Borrowing Base in the manner provided in this Article II. SECTION 2.2.".

Annual Determination of Borrowing Base. As of the Fifth Amendment Closing Date, and until the next redetermination of the Borrowing Base, the Borrowing Base shall be $2,000,000,000. FI shall, on or prior to April 1 in each year commencing with 1996, furnish to each Bank a Borrowing Base Certificate dated as of April 1 of such year. Such Borrowing Base Certificate shall have attached thereto (A) a report on the operations, results and outlook for the FI Project prepared by FI and satisfactory to the Administrative Agent and (B) a schedule setting forth the projected ownership interest of FI and FCX in each of the Restricted Subsidiaries and FCX's projected ownership interest in FI and the projected cash flow associated with the FI Project and the assets of each of the Restricted Subsidiaries of FI (an update of such schedule shall also be required to be delivered to each Bank on or prior to each Borrowing Base redetermination). On or prior to the May 1 following the receipt by each Bank of such annual Borrowing Base Certificate, the Administrative Agent shall determine, based upon the information (including information as to projected cash flows) contained in such Borrowing Base Certificate and the reports and schedules attached thereto and on the Administrative Agent's Policies, a borrowing base calculation for FI (the "Borrowing Base") based on the projected future cash flow associated with the assets of FI. The recommended Borrowing Base as determined by the Administrative Agent shall be promptly communicated to the Banks together with the list of the Nonrestricted Subsidiaries (if any) included in such calculation. The Banks shall promptly consider and approve or disapprove the recommended Borrowing Base in writing writing, and upon approval of such recommendations by the Required Banks by written notice to the Administrative Agent, such approved amount shall constitute the then effective Borrowing Base. In the event that the Administrative Agent's recommended Borrowing Base is not approved by the Required Banks, the Administrative Agent shall work with the Banks to agree upon a revised Borrowing Base acceptable to Banks sufficient to constitute the Required Banks. Such determination of the Borrowing Base by the Administrative Agent and such approval or nonapproval by the Required Banks of the effective Borrowing Base shall be based on their respective Policies. Each such determination (and each redetermination as provided for below) of the Borrowing Base shall remain in effect until the next succeeding calculation and approval of the Borrowing Base in the manner provided in this Article II. SECTION 2.2.