Common use of Borrowing Base Requirements Clause in Contracts

Borrowing Base Requirements. The Borrower shall cause all Eligible Properties included in Borrowing Base to at all times comply with the Borrowing Base Requirements (other than with respect to Eligible Properties that may exceed concentration limits but may still be included in the Borrowing Base Portfolio Value in compliance with the definition of Borrowing Base Requirements); provided that if the requirements of the definition of Borrowing Base Requirements are not met at any time (including with respect to Eligible Properties that may exceed concentration limits but still be included in the Borrowing Base Portfolio Value in compliance with the definition of Borrowing Base Requirements), then within five (5) Business Days of the date Borrower obtains knowledge of or receives written notice that (y) any Eligible Property excludes the concentration limits set forth in the definition of Borrowing Base Requirements, Borrower shall deliver an updated Borrowing Base Certificate in form and substance reasonably acceptable to the Administrative Agent evidencing the reduction of such Eligible Property’s Availability Amount from the Availability Amount to the extent necessary to cause such concentration limit excess to no longer exist or (x) any Borrowing Base Property ceased to constitute an Eligible Property (an “Ineligible Property”) either (i) the Borrower shall cure such failure, (ii) the Borrower shall deliver an updated Borrowing Base Certificate in form and substance reasonably acceptable to the Administrative Agent evidencing the reduction or removal of any Ineligible Property’s Availability Amount from the Availability Amount to the extent necessary to cause such failure to no longer exist or (iii) the Borrower shall (a) notify Administrative Agent of its intent to add another Eligible Property (a “Replacement Property”) to the Availability Amount to replace such Eligible Property and identify such Replacement Property to Administrative Agent and (b) within forty-five (45) days after the date of such notice, the Ineligible Property shall be removed from the Availability Amount and such Replacement Property shall be added to the Availability Amount, each in accordance with Section 7.3 hereof.

Borrowing Base Requirements. The Borrower shall cause all the Eligible Properties included in comprising the Borrowing Base Value to at all times comply with the Borrowing Base Requirements (other than with respect to Eligible Properties that may exceed concentration limits but may still be included in the Borrowing Base Portfolio Value in compliance with and as set forth in the definition of Borrowing Base Requirements); provided that if the requirements of the definition of Borrowing Base Requirements are not met at as of any time Borrowing Base Determination Date (including with respect to Eligible Properties that may exceed concentration limits but still be included in the Borrowing Base Portfolio Value in compliance with the definition of Borrowing Base Requirements), then within five (5) Business Days of the date Borrower obtains knowledge of or receives written notice that (yx) any Eligible Property excludes exceeds the concentration limits set forth in the definition of Borrowing Base Requirements, Borrower shall deliver an updated Borrowing Base Certificate in form and substance reasonably acceptable to the Administrative Agent evidencing the reduction of such Eligible Property’s Availability Amount Borrowing Base Value from the Availability Amount Borrowing Base Value to the extent necessary to cause such concentration limit excess to no longer exist or (xy) any Borrowing Base Property ceased to constitute an Eligible Property (an “Ineligible Property”) either (i) the Borrower shall cure such failure, (ii) the Borrower shall deliver an updated Borrowing Base Certificate in form and substance reasonably acceptable to the Administrative Agent evidencing the reduction or removal of any Ineligible Property’s Availability Amount Borrowing Base Value from the Availability Amount Borrowing Base Value to the extent necessary to cause such failure to no longer exist or (iii) the Borrower shall (a) notify the Administrative Agent of its intent to add another Eligible Property (a “Replacement Property”) to the Availability Amount Borrowing Base Value to replace such Eligible Property and identify such Replacement Property to Administrative Agent and (b) within forty-five (45) days (or such later date as the Administrative Agent may approve in writing in its sole discretion) after the date of such notice, the Ineligible Property shall be removed from the Availability Amount Borrowing Base Value and such Replacement Property shall be added to the Availability AmountBorrowing Base Value, each in accordance with Section 7.3 hereof7.3. Notwithstanding anything herein to the contrary if the non-compliance with this Section 8.23 is with respect to any Initial Borrowing Base Property becoming an Ineligible Property prior to any other Real Properties becoming Borrowing Base Properties, then the Borrower shall, within fifteen (15) days of such non-compliance, deliver an updated Borrowing Base Certificate in form and substance reasonably acceptable to the Administrative Agent evidencing the reduction or removal of any Ineligible Property’s Borrowing Base Value from the Borrowing Base Value and prepay the Loans such that the Loans then-outstanding do not exceed the re-calculated Borrowing Base Value.