Borrowing Base Redeterminations. The Borrower shall prepay (and/or cash-collateralize Letters of Credit) Revolving Loans and other revolving credit exposure under the Revolving Facility in the amount of any Borrowing Base Deficiency arising or resulting from the circumstances described under the sections titled “Borrowing Base and Borrowing Base Redetermination” as set forth in such sections. (b)
Borrowing Base Redeterminations. For the period from and including the Fourth Amendment Effective Date to but excluding the next Redetermination Date, the amount of the Borrowing Base shall be equal to $800,000,000. Notwithstanding the foregoing, the Borrowing Base may be subject to further adjustments from time to time pursuant to Section 2.07(e), Section 2.07(f), Section 8.13(c) or Section 9.12 (d) of the Credit Agreement. For the avoidance of doubt, the redetermination specified in this Section 3 shall not constitute an Interim Redetermination initiated by the Borrower or the Administrative Agent, at the direction of the Required Lenders.
Borrowing Base Redeterminations. The Borrowing Base shall be redetermined semi-annually in accordance with this Section 2.08(b) (a “Scheduled Redetermination”), and subject to Section 2.08(d), such redetermined Borrowing Base shall become effective and applicable to the Borrower, the Agents, any Issuing Bank and the Lenders on April 1st and October 1st of each year, with the first Scheduled Redetermination following the Fifth Amendment Effective Date occurring on April 1, 2015. In addition, the Borrower may, by notifying the Administrative Agent thereof, and the Administrative Agent may, at the direction of the Majority Lenders, by notifying the Borrower thereof, elect to cause the Borrowing Base to be redetermined one time each between Scheduled Redeterminations in accordance with this Section 2.08(b) (each such redetermination, an “Interim Redetermination”).
Borrowing Base Redeterminations. Notwithstanding present Section 4.9 of the Credit Agreement, the Borrowing Base shall be redetermined on a quarterly basis as of January 31, April 30, July 31 and October 31, commencing January 31, 2010, and the procedure set forth in Section 4.9 of the Credit Agreement shall apply to such quarterly redeterminations. For the avoidance of doubt, (i) the Borrower shall be required to provide Reserve Reports (for the calendar quarters ended September 30, December 31, March 31 and June 30) and a related certificate of a Responsible Officer pursuant to Section 4.9(b) of the Credit Agreement prior to December 15, March 15, June 15 and September 15, commencing December 15, 2009 (for the calendar quarter ended September 30) with respect to the January 31, 2010 redetermination and (ii) the revised Borrowing Base redetermination requirements contained in this Section 5 shall survive the expiration or termination of the Forbearance Agreement.
Borrowing Base Redeterminations. (a) For the period from and including the Third Amendment Effective Date to but excluding the date that the Borrowing Base is increased pursuant to Section 4(b) below (or if the Devon Acquisition (as defined below) does not occur, the date of the next adjustment or redetermination of the Borrowing Base pursuant to the terms of the Credit Agreement), the amount of the Borrowing Base shall be equal to $595,000,000.
(b) In connection with LROLP having entered into the Option Agreement, LROLP has entered into a separate purchase and sale Agreement with Devon dated August 31, 2012 (the “Devon Purchase and Sale Agreement”), pursuant to which LROLP will acquire certain Oil and Gas Properties located in the Permian Basin from Devon for approximately $12,650,000 on or around October 1, 2012 (such acquisition, the “Devon Acquisition”). Upon (a) the Administrative Agent receiving a certificate of a Responsible Officer certifying that LROLP has consummated the Devon Acquisition in accordance with the terms of the Devon Purchase and Sale Agreement (with all of the material conditions precedent thereto having been satisfied in all material respects by the parties thereto) and acquiring substantially all of the Oil and Gas Properties contemplated by the Devon Purchase and Sale Agreement and (b) the Administrative Agent and the Lenders receiving all fees and other amounts due and payable in connection with a Borrowing Base increase, the then effective Borrowing Base shall be automatically increased by an amount equal to $5,000,000; and the Administrative Agent shall notify the Borrower and the Lenders of the amount of the new Borrowing Base after giving effect to such increase.
(c) Notwithstanding the foregoing, the Borrowing Base may be subject to further adjustments from time to time pursuant to Section 2.07(e), Section 2.07(f), Section 8.13(c) or Section 9.12(d) of the Credit Agreement. For the avoidance of doubt, neither of the redeterminations specified in this Section 4 shall constitute an Interim Redetermination initiated by the Borrower or the Administrative Agent, at the direction of the Required Lenders.
Borrowing Base Redeterminations. Notwithstanding anything to the contrary in the Credit Agreement, the Borrowing Base shall not be redetermined at any time prior to the Forbearance Termination Date.
Borrowing Base Redeterminations. Agent and the Majority Lenders agree that the Borrowing Base on January 1, 2010 shall be One Hundred Thirty-Five Million Dollars ($135,000,000). In the event the Borrowing Base exceeds $105,000,000 on January 1, 2010 or any date thereafter, until the next Borrowing Base determination under Section 2.08(b) of the Credit Agreement, the following reductions shall be made until the Borrowing Base is equal to $105,000,000, but in no event shall the Borrowing Base be reduced below $105,000,000 pursuant to the reductions set forth in this Section 3:
(a) on January 1, 2010, the Borrowing Base shall be reduced by the amount of net proceeds from the sale or issuance of capital stock or other equity interests of the Borrower received by Borrower on or after the date of this Amendment to and including December 31, 2009;
(b) on or after January 1, 2010, the Borrowing Base shall be automatically reduced by the amount of net proceeds from the sale or issuance of capital stock or other equity interests of the Borrower received by Borrower on such date;
(c) on February 1, 2010, the Borrowing Base shall automatically be reduced by $2,500,000;
(d) on March 1, 2010, the Borrowing Base shall automatically be further reduced by $17,500,000;
(e) on April 1, 2010, the Borrowing Base shall automatically be further reduced by $2,500,000; Borrower acknowledges that notwithstanding anything to the contrary in the Credit Agreement, Agent may initiate one additional unscheduled redetermination in accordance with Section 2.08(d)(ii) of the Credit Agreement between January 1, 2010 and May 1, 2010.
Borrowing Base Redeterminations. The Revolving Facility will be required to be repaid in the amount of any Borrowing Base Deficiency arising or resulting from the circumstances described under the section “Borrowing Base and Borrowing Base Redetermination” above as set forth in such section.
Borrowing Base Redeterminations. The first sentence of ------------------------------- Section 2.08(b) of the Original Agreement is hereby amended in its entirety to read as follows:
Borrowing Base Redeterminations. Following the Closing Date, the Borrowing Base for each Subsidiary Borrower shall be redetermined by the Loan Administrator quarterly on the last business day of each March, June, September and December (each, a "Borrowing Base Determination Date"), commencing on June 30, 2003. In addition, following the Loan Administrator's completion of all due diligence required by it in connection with the business, finances, accounting, legal and environmental matters relevant to each Subsidiary Borrower and its Collateral (whether such due diligence is completed before or following the Closing Date), the Loan Administrator may request a redetermination of the Borrowing Base for such Subsidiary Borrower (for purposes of its Initial Borrowing Base Amount) to reflect any material adverse findings as a result of such due diligence (it being agreed that the Loan Administrator shall cause such review to commence and be completed as quickly as practicable).
