Changes to LMR. If as a result of any change in any applicable Law, rule, policy, regulation, order or directive (or in the interpretation of any thereof): (a) any applicable Energy Regulator ceases to use an LMR as a means of determining whether a Person is in compliance with such Energy Regulator’s abandonment and reclamation rules, policies, regulations or directives in any one or more Material Jurisdictions; (b) a material change occurs in the methodology used in calculating the LMR in any Material Jurisdiction (including any changes in the factors used to calculate such rating which would have a material effect upon the calculation of such rating); or (c) a material change is made to the minimum LMR thresholds in any Material Jurisdiction which are used to determine whether any licenses for xxxxx, facilities, pipelines and other physical assets relevant to the determination of the LMR can be transferred or whether any security deposits will be required to be provided to the applicable Energy Regulator, then, in any such case, the Borrower and the Agent shall enter into good faith discussions with a view to determining a comparable rating system, calculation or threshold, as applicable, to amend or replace the concept or usage of LMR as set forth herein that is, at such time, broadly accepted as the prevailing market practice for such regulation in the applicable Material Jurisdiction, with the intent of having the respective positions of the Lenders and the Borrower after such change(s) conform as nearly as possible to their respective positions immediately prior to such change(s); provided that, until any such agreement is reached, the LMR and all related calculations and thresholds hereunder shall continue to be calculated as if no such change(s) had occurred to the extent that the LMR and such related calculations and thresholds are reasonably capable of being calculated notwithstanding such change(s). Upon the Borrower and the Agent agreeing on such a comparable rating system, calculation or threshold, as applicable, the Borrower and the Lenders party hereto shall enter into documentation to amend the provisions hereof to give effect to such agreement and to make all other adjustments incidental thereto. The Parties agree that such amendment shall require the consent of each of the Lenders notwithstanding anything to the contrary set out herein.
Appears in 1 contract
Changes to LMR. If (a) as a result of any change in any applicable LawLaws, rule, policy, regulation, order or directive (or in the interpretation of any thereof): (a) directive, any applicable Energy Regulator ceases to use an LMR a liability management (or equivalent) rating as a means of determining whether a Person corporation is in compliance with such Energy Regulatorregulator’s abandonment and reclamation rules, policies, regulations or and directives in any one or more Material Jurisdictions; Jurisdiction, (b) a the method of calculation of any LMR changes in any material change occurs manner in any Material Jurisdiction, or (c) if the methodology used in calculating the LMR threshold for which (i) license transfers of regulated properties shall be permitted under an Energy Regulator’s licensee liability regime in any Material Jurisdiction (including any changes in the factors used to calculate such rating which would have a any material effect upon the calculation of such rating); respect or (cii) a material change is made to the minimum LMR thresholds in any Material Jurisdiction which are used to determine whether any licenses for xxxxx, facilities, pipelines and other physical assets relevant to the determination of the LMR can be transferred or whether any security deposits will be required to be provided to the applicable Energy RegulatorRegulator changes in any material respect, then, in any such case, the Borrower Company and the Agent Required Holders shall enter into good faith discussions with a view to determining a comparable rating system, calculation system or threshold, as applicable, to amend or replace the concept or usage of LMR as set forth herein that is, at such time, broadly accepted as the prevailing market practice for such regulation in the applicable Material Jurisdiction, with the intent of having the respective positions of the Lenders holders of Notes and the Borrower Company after such change(s) change conform as nearly as possible to their respective positions immediately prior to such change(s)change; provided that, until any such agreement is reached, the LMR and all related calculations and thresholds hereunder shall continue to be calculated as if no such change(s) change had occurred to the extent that the LMR and such related calculations and thresholds are reasonably capable of being calculated notwithstanding such change(s)occurred. Upon the Borrower Company and the Agent Required Holders agreeing on such a comparable rating system, calculation or threshold, as applicablemethodology for determining LMR and the thresholds set forth herein, the Borrower Company and the Lenders party hereto holders of Notes shall enter into documentation to amend the provisions hereof to give effect refer to such agreement rate and to make all other adjustments incidental thereto. The Parties Company and the holders of Notes agree that such amendment shall require the consent of each of the Lenders holders of Notes notwithstanding anything to the contrary set out herein. If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement between you and the Company. Very truly yours, OBSIDIAN ENERGY LTD.
Appears in 1 contract
Changes to LMR. If (a) as a result of any change in any applicable LawLaws, rule, policy, regulation, order or directive (or in the interpretation of any thereof): (a) directive, any applicable Energy Regulator ceases to use an LMR a liability management (or equivalent) rating as a means of determining whether a Person corporation is in compliance with such Energy Regulatorregulator’s abandonment and reclamation rules, policies, regulations or and directives in any one or more Material Jurisdictions; Jurisdiction, (b) a the method of calculation of any LMR changes in any material change occurs manner in any Material Jurisdiction, or (c) if the methodology used in calculating the LMR threshold for which (i) license transfers of regulated properties shall be permitted under an Energy Regulator’s licensee liability regime in any Material Jurisdiction (including any changes in the factors used to calculate such rating which would have a any material effect upon the calculation of such rating); respect or (cii) a material change is made to the minimum LMR thresholds in any Material Jurisdiction which are used to determine whether any licenses for xxxxx, facilities, pipelines and other physical assets relevant to the determination of the LMR can be transferred or whether any security deposits will be required to be provided to the applicable Energy RegulatorRegulator changes in any material respect, then, in any such case, the Borrower Company and the Agent Required Holders shall enter into good faith discussions with a view to determining a comparable rating system, calculation system or threshold, as applicable, to amend or replace the concept or usage of LMR as set forth herein that is, at such time, broadly accepted as the prevailing market practice for such regulation in the applicable Material Jurisdiction, with the intent of having the respective positions of the Lenders holders of Notes and the Borrower Company after such change(s) change conform as nearly as possible to their respective positions immediately prior to such change(s)change; provided that, until any such agreement is reached, the LMR and all related calculations and thresholds hereunder shall continue to be calculated as if no such change(s) change had occurred to the extent that the LMR and such related calculations and thresholds are reasonably capable of being calculated notwithstanding such change(s)occurred. Upon the Borrower Company and the Agent Required Holders agreeing on such a comparable rating system, calculation or threshold, as applicablemethodology for determining LMR and the thresholds set forth herein, the Borrower Company and the Lenders party hereto holders of Notes shall enter into documentation to amend the provisions hereof to give effect refer to such agreement rate and to make all other adjustments incidental thereto. The Parties Company and the holders of Notes agree that such amendment shall require the consent of each of the Lenders holders of Notes notwithstanding anything to the contrary set out herein. If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement between you and the Company. Very truly yours, OBSIDIAN ENERGY LTD. By: (signed) “Xxxxx X. Xxxxx” Name: Xxxxx X. Xxxxx Title: Senior Vice President and Chief Financial Officer By: Name: Title: Accepted and agreed to as of the date thereof. THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By: (signed) [Name Redacted] Vice President PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY By: PGIM, Inc., as Investment Manager By: (signed) [Name Redacted] Vice President ZURICH AMERICAN INSURANCE COMPANY By: Prudential Private Placement Investors, L.P. (as Investment Advisor) By: Prudential Private Placement Investors, Inc. (as its General Partner) By: (signed) [Name Redacted] Vice President Accepted and agreed to as of the date thereof. THE LINCOLN NATIONAL LIFE INSURANCE COMPANY By: Macquarie Investment Management Advisers, a series of Macquarie Investment Management Business Trust, Attorney in Fact By: signed [Name Redacted] Name: [Name Redacted] Title: Senior Vice President INFORMATION RELATING TO PURCHASERS PRINCIPAL AMOUNT NAME, ADDRESS (INCLUDING STATE/PROVINCE) OF SERIES S NOTES AND TELEPHONE NUMBER OF PURCHASER TO BE PURCHASED THE PRUDENTIAL INSURANCE COMPANY OF AMERICA U.S.$ 21,630,000 c/o Prudential Private Capital-CPW 000 Xxxxx Xxxxxx, Xxxxx 00X Xxxxxx, XX 00000 All payments on account of the Notes shall be made by wire transfer of immediately available funds for credit to: Bank: JPMorgan Chase Bank New York, NY ABA #: 000-000-000 Acct. Name: Prudential Managed Portfolio Account No.: P86188 (please do not include spaces) Re: Obsidian Energy Ltd., 5.85% Series S Senior Guaranteed Notes due March 16, 2020, Security No. INV10875, PPN 707886 G*2 and the due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Prudential Retirement Insurance and Annuity Company c/o Prudential Private Capital – Corporate and Project Workout 000 Xxxxx Xxxxxx, Xxxxx 00X Xxxxxx, XX 00000 Attention: Xxxx Xxxxxx and for all notices relating solely to scheduled principal and interest payments to: The Prudential Insurance Company of America x/x XXXX, Inc. Prudential Tower 000 Xxxxx Xxxxxx 00xx Xxxxx - Xxxxx Xxxxx Xxxxxx, XX 00000 Attention: PIM Private Accounting Processing Team Email: Xxx.Xxxxxxx.Xxxxxxxxxx.Xxxxxxxxxx.Xxxx@xxxxxxxxxx.xxx PGIM, Inc. 000 Xxxxx Xxxxxx 00xx Xxxxx - Xxxxx Xxxxx Xxxxxx, XX 00000 Attention: Trade Management Manager Tax Identification No. 00-0000000 INFORMATION RELATING TO PURCHASERS PRINCIPAL AMOUNT NAME, ADDRESS (INCLUDING STATE/PROVINCE) OF SERIES S NOTES AND TELEPHONE NUMBER OF PURCHASER TO BE PURCHASED PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY U.S.$ 3,000,000 c/o Prudential Private Capital-CPW 000 Xxxxx Xxxxxx, Xxxxx 00X Xxxxxx, XX 00000 All payments on account of the Notes shall be made by wire transfer of immediately available funds for credit to: Bank: JPMorgan Chase Bank New York, NY ABA #: 000-000-000 Acct. Name: PRIAC - SA - New York Carpenters - Privates Account No.: P86337 (please do not include spaces) Re: Obsidian Energy Ltd., 5.85% Series S Senior Guaranteed Notes due March 16, 2020, Security No. INV10875, PPN 707886 G*2 and the due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Prudential Retirement Insurance and Annuity Company c/o Prudential Private Capital – Corporate and Project Workout 000 Xxxxx Xxxxxx, Xxxxx 00X Xxxxxx, XX 00000 Attention: Xxxx Xxxxxx and for all notices relating solely to scheduled principal and interest payments to: The Prudential Insurance Company of America x/x XXXX, Inc. Prudential Tower 000 Xxxxx Xxxxxx 00xx Xxxxx - Xxxxx Xxxxx Xxxxxx, XX 00000 Attention: PIM Private Accounting Processing Team Email: Xxx.Xxxxxxx.Xxxxxxxxxx.Xxxxxxxxxx.Xxxx@xxxxxxxxxx.xxx PGIM, Inc. 000 Xxxxx Xxxxxx 00xx Xxxxx - Xxxxx Xxxxx Xxxxxx, XX 00000 Attention: Trade Management Manager Tax Identification No. 00-0000000 INFORMATION RELATING TO PURCHASERS PRINCIPAL AMOUNT NAME, ADDRESS (INCLUDING STATE/PROVINCE) OF SERIES S NOTES AND TELEPHONE NUMBER OF PURCHASER TO BE PURCHASED ZURICH AMERICAN INSURANCE COMPANY U.S.$ 3,370,000 c/o Prudential Private Capital-CPW 000 Xxxxx Xxxxxx, Xxxxx 00X Xxxxxx, XX 00000 All payments on account of the Notes shall be made by wire transfer of immediately available funds for credit to: Bank: Hare & Co., LLC x/x Xxx Xxxx xx Xxx Xxxx ABA#: 000-000-000 BNF: IOC566 Attn: Xxxxxxx Xxxxxxx Ref: XXXX Private Placements #399141 Re: Obsidian Energy Ltd., 5.85% Series S Senior Guaranteed Notes due March 16, 2020, PPN 707886 G*2 and the due date and application (as among principal, interest and Make-Whole Amount) of the payment being made. Prudential Private Placement Investors, L.P. c/o Prudential Private Capital – Corporate and Project Workout 000 Xxxxx Xxxxxx, Xxxxx 00X Xxxxxx, XX 00000 Attention: Xxxx Xxxxxx and for all notices relating solely to scheduled principal and interest payments and written confirmations of wire transfers to: Zurich American Life Insurance Company Attn: Treasury T1-19 0000 Xxxxxxxx Xxxx Xxxxxxxxxx, XX 00000-0000 Contact: Xxxxxx Xxxxx, Vice President-Treasurer Telephone: (000) 000-0000 Facsimile: (000) 000-0000 E-mail: xxxxxx.xxxxx@xxxxxxxx.xxx
(a) Send physical security by nationwide overnight delivery service to: The Depository Trust Company 000 Xxxxxxxxxx Xxxx - 0xx xxxxx Xxxxxx Xxxx, XX 00000 Attention: BNY Mellon/Branch Deposit Department Please include in the cover letter accompanying the Notes a reference to the Purchaser’s account number (ZALICO Private Placement Pru; Custody Account Number: 0000000000).
(b) Send copy by email: PGIM, Inc. 000 Xxxxx Xxxxxx 00xx Xxxxx - Xxxxx Xxxxx Xxxxxx, XX 00000 Attention: Trade Management Manager and Xxxxxxx.Xxxxxxxxxxxxx@Xxxxxxxxxx.xxx Notes to be issued to the following Nominee: HARE & CO., LLC Tax Identification No. 00-0000000 PRINCIPAL AMOUNT NAME, ADDRESS (INCLUDING STATE/PROVINCE) OF SERIES S NOTES AND TELEPHONE NUMBER OF PURCHASER TO BE PURCHASED THE LINCOLN NATIONAL LIFE INSURANCE COMPANY U.S.$ 6,000,000 c/o Macquarie Investment Management Advisers 0000 Xxxxxx Xxxxxx, Mail Stop 00-000 Xxxxxxxxxxxx, XX 00000 All payments on account of the Notes shall be made by wire transfer of immediately available funds for credit to: Bank: The Bank of New York Mellon Xxx Xxxx Xxxxxx, Xxx Xxxx, XX 00000 ABA #: 000-000-000 BNF Account #: IOC566 Further Credit: The Lincoln National Life Insurance Company FFC Account #: 215732 REF: Attention: Private Placement P & I Dept REF: Obsidian Energy Ltd., 5.85% Series S Senior Guaranteed Notes, due March 16, 2020, CUSIP Number 707886 G*2, principal and interest payment. ALL COMMUNICATIONS: Macquarie Investment Management Advisers 0000 Xxxxxx Xxxxxx, Mail Stop 00-000 Xxxxxxxxxxxx, XX 00000 Attn: Fixed Income Private Placements Email: xxxxxxxxxxxxxxxxx@xxxxxxxxx.xxx NOTICE OF PAYMENT: Lincoln Financial Group 0000 Xxxxx Xxxxxxx Xx. Xxxx Xxxxx, IN 46802 Attn: Inv Acctg–Treasury Operations Email: xxxxxxxxxx_xxxx_xxxx@xxx.xxx NOTICE OF PAYMENT ONLY: The Bank of New York Mellon P. O. Xxx 000000 Xxxxxxxxxx, XX 00000-0000 Attn: Private Placement P & I Dept Ref: Registered Holder/Sec Desc/PPN# Email: xxxxxxxxxxx@xxxxxxxxx.xxx FORWARD SECURITIES TO: The Depository Trust Company 000 Xxxxxxxxxx Xxxx – 0xx Xxxxx Xxxxxx Xxxx, Xxx Xxxxxx 00000 Attention: BNY Mellon/Branch Deposit Department Tax Identification No. 00-0000000 INFORMATION RELATING TO PURCHASERS PRINCIPAL AMOUNT NAME, ADDRESS (INCLUDING STATE/PROVINCE) OF SERIES S NOTES AND TELEPHONE NUMBER OF PURCHASER TO BE PURCHASED THE LINCOLN NATIONAL LIFE INSURANCE COMPANY U.S.$ 5,500,000 c/o Macquarie Investment Management Advisers 0000 Xxxxxx Xxxxxx, Mail Stop 00-000 Xxxxxxxxxxxx, XX 00000 All payments on account of the Notes shall be made by wire transfer of immediately available funds for credit to: Bank: The Bank of New York Mellon Xxx Xxxx Xxxxxx, Xxx Xxxx, XX 00000 ABA #: 000-000-000 BNF Account #: IOC566 Further Credit: The Lincoln National Life Insurance Company FFC Account #: 215715 REF: Attention: Private Placement P & I Dept REF: Obsidian Energy Ltd., 5.85% Series S Senior Guaranteed Notes, due March 16, 2020, CUSIP Number 707886 G*2, principal and interest payment. ALL COMMUNICATIONS: Macquarie Investment Management Advisers 0000 Xxxxxx Xxxxxx, Mail Stop 00-000 Xxxxxxxxxxxx, XX 00000 Attn: Fixed Income Private Placements Email: xxxxxxxxxxxxxxxxx@xxxxxxxxx.xxx NOTICE OF PAYMENT: Lincoln Financial Group 0000 Xxxxx Xxxxxxx Xx. Xxxx Xxxxx, IN 46802 Attn: Inv Acctg–Treasury Operations Email: xxxxxxxxxx_xxxx_xxxx@xxx.xxx NOTICE OF PAYMENT ONLY: The Bank of New York Mellon P. O. Xxx 000000 Xxxxxxxxxx, XX 00000-0000 Attn: Private Placement P & I Dept Ref: Registered Holder/Sec Desc/PPN# Email: xxxxxxxxxxx@xxxxxxxxx.xxx FORWARD SECURITIES TO: The Depository Trust Company 000 Xxxxxxxxxx Xxxx – 0xx Xxxxx Xxxxxx Xxxx, Xxx Xxxxxx 00000 Attention: BNY Mellon/Branch Deposit Department Tax Identification No. 00-0000000 INFORMATION RELATING TO PURCHASERS PRINCIPAL AMOUNT NAME, ADDRESS (INCLUDING STATE/PROVINCE) OF SERIES S NOTES AND TELEPHONE NUMBER OF PURCHASER TO BE PURCHASED THE LINCOLN NATIONAL LIFE INSURANCE COMPANY U.S.$ 5,000,000 c/o Macquarie Investment Management Advisers 0000 Xxxxxx Xxxxxx, Mail Stop 00-000 Xxxxxxxxxxxx, XX 00000 All payments on account of the Notes shall be made by wire transfer of immediately available funds for credit to: Bank: The Bank of New York Mellon Xxx Xxxx Xxxxxx, Xxx Xxxx, XX 00000 ABA #: 000-000-000 BNF Account #: IOC566 Further Credit: The Lincoln National Life Insurance Company FFC Account #: 215736 REF: Attention: Private Placement P & I Dept REF: Obsidian Energy Ltd., 5.85% Series S Senior Guaranteed Notes, due March 16, 2020, CUSIP Number 707886 G*2, principal and interest payment. ALL COMMUNICATIONS: Macquarie Investment Management Advisers 0000 Xxxxxx Xxxxxx, Mail Stop 00-000 Xxxxxxxxxxxx, XX 00000 Attn: Fixed Income Private Placements Email: xxxxxxxxxxxxxxxxx@xxxxxxxxx.xxx NOTICE OF PAYMENT: Lincoln Financial Group 0000 Xxxxx Xxxxxxx Xx. Xxxx Xxxxx, IN 46802 Attn: Inv Acctg–Treasury Operations Email: xxxxxxxxxx_xxxx_xxxx@xxx.xxx NOTICE OF PAYMENT ONLY: The Bank of New York Mellon P. O. Box 392003 Xxxxxxxxxx, XX 00000-0000 Attn: Private Placement P & I Dept Ref: Registered Holder/Sec Desc/PPN# Email: xxxxxxxxxxx@xxxxxxxxx.xxx FORWARD SECURITIES TO: The Depository Trust Company 000 Xxxxxxxxxx Xxxx – 0xx Xxxxx Xxxxxx Xxxx, Xxx Xxxxxx 00000 Attention: BNY Mellon/Branch Deposit Department Tax Identification No. 00-0000000 INFORMATION RELATING TO PURCHASERS PRINCIPAL AMOUNT NAME, ADDRESS (INCLUDING STATE/PROVINCE) OF SERIES S NOTES AND TELEPHONE NUMBER OF PURCHASER TO BE PURCHASED THE LINCOLN NATIONAL LIFE INSURANCE COMPANY U.S.$ 3,000,000 c/o Macquarie Investment Management Advisers 0000 Xxxxxx Xxxxxx, Mail Stop 00-000 Xxxxxxxxxxxx, XX 00000 All payments on account of the Notes shall be made by wire transfer of immediately available funds for credit to: Bank: The Bank of New York Mellon Xxx Xxxx Xxxxxx, Xxx Xxxx, XX 00000 ABA #: 000-000-000 BNF Account #: IOC566 Further Credit: The Lincoln National Life Insurance Company FFC Account #: 215726 REF: Attention: Private Placement P & I Dept REF: Obsidian Energy Ltd., 5.85% Series S Senior Guaranteed Notes, due March 16, 2020, CUSIP Number 707886 G*2, principal and interest payment. ALL COMMUNICATIONS: Macquarie Investment Management Advisers 0000 Xxxxxx Xxxxxx, Mail Stop 00-000 Xxxxxxxxxxxx, XX 00000 Attn: Fixed Income Private Placements Email: xxxxxxxxxxxxxxxxx@xxxxxxxxx.xxx NOTICE OF PAYMENT: Lincoln Financial Group 0000 Xxxxx Xxxxxxx Xx. Xxxx Xxxxx, IN 46802 Attn: Inv Acctg–Treasury Operations Email: xxxxxxxxxx_xxxx_xxxx@xxx.xxx NOTICE OF PAYMENT ONLY: The Bank of New York Mellon P. O. Box 392003 Xxxxxxxxxx, XX 00000-0000 Attn: Private Placement P & I Dept Ref: Registered Holder/Sec Desc/PPN# Email: xxxxxxxxxxx@xxxxxxxxx.xxx FORWARD SECURITIES TO: The Depository Trust Company 000 Xxxxxxxxxx Xxxx – 0xx Xxxxx Xxxxxx Xxxx, Xxx Xxxxxx 00000 Attention: BNY Mellon/Branch Deposit Department Tax Identification No. 00-0000000 INFORMATION RELATING TO PURCHASERS PRINCIPAL AMOUNT NAME, ADDRESS (INCLUDING STATE/PROVINCE) OF SERIES S NOTES AND TELEPHONE NUMBER OF PURCHASER TO BE PURCHASED THE LINCOLN NATIONAL LIFE INSURANCE COMPANY U.S.$ 1,000,000 c/o Macquarie Investment Management Advisers 0000 Xxxxxx Xxxxxx, Mail Stop 00-000 Xxxxxxxxxxxx, XX 00000 All payments on account of the Notes shall be made by wire transfer of immediately available funds for credit to: Bank: The Bank of New York Mellon Xxx Xxxx Xxxxxx, Xxx Xxxx, XX 00000 ABA #: 000-000-000 BNF Account #: IOC566 Further Credit: The Lincoln National Life Insurance Company FFC Account #: 186228 REF: Attention: Private Placement P & I Dept REF: Obsidian Energy Ltd., 5.85% Series S Senior Guaranteed Notes, due March 16, 2020, CUSIP Number 707886 G*2, principal and interest payment. ALL COMMUNICATIONS: Macquarie Investment Management Advisers 0000 Xxxxxx Xxxxxx, Mail Stop 00-000 Xxxxxxxxxxxx, XX 00000 Attn: Fixed Income Private Placements Email: xxxxxxxxxxxxxxxxx@xxxxxxxxx.xxx NOTICE OF PAYMENT: Lincoln Financial Group 0000 Xxxxx Xxxxxxx Xx. Xxxx Xxxxx, IN 46802 Attn: Inv Acctg–Treasury Operations Email: xxxxxxxxxx_xxxx_xxxx@xxx.xxx NOTICE OF PAYMENT ONLY: The Bank of New York Mellon P. O. Box 392003 Xxxxxxxxxx, XX 00000-0000 Attn: Private Placement P & I Dept Ref: Registered Holder/Sec Desc/PPN# Email: xxxxxxxxxxx@xxxxxxxxx.xxx FORWARD SECURITIES TO: The Depository Trust Company 000 Xxxxxxxxxx Xxxx – 0xx Xxxxx Xxxxxx Xxxx, Xxx Xxxxxx 00000 Attention: BNY Mellon/Branch Deposit Department Tax Identification No. 00-0000000 As used herein, the following terms have the respective meanings set forth below or set forth in the Section hereof following such term:
Appears in 1 contract
Changes to LMR. If (a) as a result of any change in any applicable LawLaws, rule, policy, regulation, order or directive (or in the interpretation of any thereof): (a) directive, any applicable Energy Regulator ceases to use an LMR a liability management (or equivalent) rating as a means of determining whether a Person corporation is in compliance with such Energy Regulatorregulator’s abandonment and reclamation rules, policies, regulations or and directives in any one or more Material Jurisdictions; Jurisdiction, (b) a the method of calculation of any LMR changes in any material change occurs manner in any Material Jurisdiction, or (c) if the methodology used in calculating the LMR threshold for which (i) license transfers of regulated properties shall be permitted under an Energy Regulator’s licensee liability regime in any Material Jurisdiction (including any changes in the factors used to calculate such rating which would have a any material effect upon the calculation of such rating); respect or (cii) a material change is made to the minimum LMR thresholds in any Material Jurisdiction which are used to determine whether any licenses for xxxxx, facilities, pipelines and other physical assets relevant to the determination of the LMR can be transferred or whether any security deposits will be required to be provided to the applicable Energy RegulatorRegulator changes in any material respect, then, in any such case, the Borrower Company and the Agent Required Holders shall enter into good faith discussions with a view to determining a comparable rating system, calculation system or threshold, as applicable, to amend or replace the concept or usage of LMR as set forth herein that is, at such time, broadly accepted as the prevailing market practice for such regulation in the applicable Material Jurisdiction, with the intent of having the respective positions of the Lenders holders of Notes and the Borrower Company after such change(s) change conform as nearly as possible to their respective positions immediately prior to such change(s)change; provided that, until any such agreement is reached, the LMR and all related calculations and thresholds hereunder shall continue to be calculated as if no such change(s) change had occurred to the extent that the LMR and such related calculations and thresholds are reasonably capable of being calculated notwithstanding such change(s)occurred. Upon the Borrower Company and the Agent Required Holders agreeing on such a comparable rating system, calculation or threshold, as applicablemethodology for determining LMR and the thresholds set forth herein, the Borrower Company and the Lenders party hereto holders of Notes shall enter into documentation to amend the provisions hereof to give effect refer to such agreement rate and to make all other adjustments incidental thereto. The Parties Company and the holders of Notes agree that such amendment shall require the consent of each of the Lenders holders of Notes notwithstanding anything to the contrary set out herein.. If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement between you and the Company. Very truly yours,
Appears in 1 contract
Changes to LMR. If (a) as a result of any change in any applicable LawLaws, rule, policy, regulation, order or directive (or in the interpretation of any thereof): (a) directive, any applicable Energy Regulator ceases to use an LMR a liability management (or equivalent) rating as a means of determining whether a Person corporation is in compliance with such Energy Regulatorregulator’s abandonment and reclamation rules, policies, regulations or and directives in any one or more Material Jurisdictions; Jurisdiction, (b) a the method of calculation of any LMR changes in any material change occurs manner in any Material Jurisdiction, or (c) if the methodology used in calculating the LMR threshold for which (i) license transfers of regulated properties shall be permitted under an Energy Regulator’s licensee liability regime in any Material Jurisdiction (including any changes in the factors used to calculate such rating which would have a any material effect upon the calculation of such rating); respect or (cii) a material change is made to the minimum LMR thresholds in any Material Jurisdiction which are used to determine whether any licenses for xxxxx, facilities, pipelines and other physical assets relevant to the determination of the LMR can be transferred or whether any security deposits will be required to be provided to the applicable Energy RegulatorRegulator changes in any material respect, then, in any such case, the Borrower Company and the Agent Required Holders shall enter into good faith discussions with a view to determining a comparable rating system, calculation system or threshold, as applicable, to amend or replace the concept or usage of LMR as set forth herein that is, at such time, broadly accepted as the prevailing market practice for such regulation in the applicable Material Jurisdiction, with the intent of having the respective positions of the Lenders holders of Notes and the Borrower Company after such change(s) change conform as nearly as possible to their respective positions immediately prior to such change(s)change; provided that, until any such agreement is reached, the LMR and all related calculations and thresholds hereunder shall continue to be calculated as if no such change(s) change had occurred to the extent that the LMR and such related calculations and thresholds are reasonably capable of being calculated notwithstanding such change(s)occurred. Upon the Borrower Company and the Agent Required Holders agreeing on such a comparable rating system, calculation or threshold, as applicablemethodology for determining LMR and the thresholds set forth herein, the Borrower Company and the Lenders party hereto holders of Notes shall enter into documentation to amend the provisions hereof to give effect refer to such agreement rate and to make all other adjustments incidental thereto. The Parties Company and the holders of Notes agree that such amendment shall require the consent of each of the Lenders holders of Notes notwithstanding anything to the contrary set out herein. If you are in agreement with the foregoing, please sign the form of agreement on a counterpart of this Agreement and return it to the Company, whereupon this Agreement shall become a binding agreement between you and the Company. Very truly yours, OBSIDIAN ENERGY LTD. By: (signed) “Xxxxx X. Xxxxx” Name: Xxxxx X. Xxxxx Title: Senior Vice President and Chief Financial Officer By: Name: Title: Accepted and agreed to as of the date thereof. THE PRUDENTIAL INSURANCE COMPANY OF AMERICA By: (signed) [Name Redacted] Name: [Name Redacted] Title: Vice President NAME, ADDRESS (INCLUDING STATE/PROVINCE) AND TELEPHONE NUMBER OF PURCHASER PRINCIPAL AMOUNT OF SERIES G NOTES TO BE PURCHASED THE PRUDENTIAL INSURANCE COMPANY OF AMERICA U.S.$12,500,000 c/o Prudential Private Capital-CPW 000 Xxxxx Xxxxxx, Xxxxx 00X Xxxxxx, XX 00000 All payments on account of the Notes shall be made by wire transfer of immediately available funds for credit to: Bank: JPMorgan Chase Bank New York, NY ABA #: 000-000-000 Acct. Name: Prudential Managed Portfolio Account No.: P86188 (please do not include spaces) Re: Obsidian Energy Ltd., 6.40% Series G Senior Guaranteed Notes due May 29, 2020, Security No. XXX00000, CUSIP Number 707886 C*6 and application (as among principal, interest and Make-Whole Amount) of the payment being made. The Prudential Insurance Company of America c/o Prudential Private Capital – Corporate and Project Workout 000 Xxxxx Xxxxxx, Xxxxx 00X Xxxxxx, XX 00000 Attention: Xxxx Xxxxxx and for all notices relating solely to scheduled principal and interest payments to: The Prudential Insurance Company of America x/x XXXX, Inc. Prudential Tower 000 Xxxxx Xxxxxx 00xx Xxxxx - Xxxxx Xxxxx Xxxxxx, XX 00000 Attention: PIM Private Accounting Processing Team Email: Xxx.Xxxxxxx.Xxxxxxxxxx.Xxxxxxxxxx.Xxxx@xxxxxxxxxx.xxx PGIM, Inc. 000 Xxxxx Xxxxxx 00xx Xxxxx - Xxxxx Xxxxx Xxxxxx, XX 00000 Attention: Trade Management Manager Tax Identification No. 00-0000000 As used herein, the following terms have the respective meanings set forth below or set forth in the Section hereof following such term:
Appears in 1 contract
