Common use of Documents to be Furnished for Each Advance Clause in Contracts

Documents to be Furnished for Each Advance. At least ten (10) Business Days prior to each requested disbursement, the Borrower shall have furnished to the Lender the documents and information required for a disbursement pursuant to this Agreement, and the documents and information are acceptable to the Lender, including the following documents and information: (1) A copy of each executed Authorization for Expenditure, which will be in full force and effect, with respect to which amounts requested pursuant to the disbursement will be applied. If the Borrower previously has provided to the Lender any such Authorization for Expenditure, rather than providing another copy, the Borrower may identify to the Lender the Authorization for Expenditure. (2) A copy of (i) a Borrowing Base Certificate that (a) establishes that the sum of (I) the then-outstanding amount of all Advances and (II) the amount that is being requested with respect to the Advance that is being requested does not exceed the Borrowing Base and (b) summarizes each Joint Interest Billing Statement with respect to which amounts requested pursuant to the disbursement will be applied and the Borrower’s confirmation that the Borrower’s “Working Interest” percentage that is being applied with respect to each such Joint Interest Billing Statement is consistent with the Authorization for Expenditure to which such Joint Interest Billing Statement relates, (ii) each Joint Interest Billing Statement with respect to which amounts requested pursuant to the disbursement will be applied, and (iii) any back-up, expenditure information to the Joint Interest Billing Statement that the Lender requests. (3) A description, or copies, of all other documents that were provided to the Borrower with respect to the Joint Interest Billing Statement (other than the back-up, expenditure information) or the well to which it relates since the last requested disbursement with respect to such well and, if a description if provided, a copy of any such document that the Lender requests. (4) As to (i) any expenditure for which the Borrower is requesting reimbursement and (ii) any expenditure as to which the Borrower requested in the immediately preceding disbursement an advance with which to pay the expenditure, proof of the payee’s receipt of the payment in the form of (a) a copy (copies) of the Borrower’s check register(s) on, or as to, which the Borrower has identified the check(s) pursuant to which any such payment was made and (b) a copy (copies) of the Borrower’s bank statement(s) on, or as to, which the Borrower has identified the clearance of such check(s) (or, if a check is outstanding, the Borrower’s confirmation in the request for the Advance that the check was sent to the payee and that the applicable account contains, and will continue to contain, adequate funds to cover the outstanding check and all other outstanding checks drawn on the account, and which is acceptable to the Lender; if this parenthetical clause applies, the Borrower will be obligated with respect to the outstanding check to comply with this Section 12(B)(4) for subsequent requests until the outstanding check has cleared; unless the Lender consents, any expenditure with respect to a check that has been outstanding more than ninety (90) days no longer will be included in the Borrowing Base).

Documents to be Furnished for Each Advance. At least In addition to the items described in Section 3.1 (which need only be satisfied for the initial Advance on the Effective Date) and Section 3.4 above, it shall be a condition precedent to each Advance after the Effective Date that Borrower shall furnish or cause to be furnished to Lender at or prior to disbursement (or on such earlier date as provided in Section 3.4 or below), the following documents covering each disbursement, in form and substance reasonably satisfactory to Lender: (a) Each Borrower’s Request for Advance shall be accompanied by the following items no fewer than ten (10) Business Days prior to each requested disbursementdisbursement (provided, the Borrower shall have furnished however, than in respect of clause (iii) hereof, if Lender requests any such information or documentation fewer than ten (10) Business Days prior to the Lender the such disbursement but all other documents and information required for a disbursement pursuant have been timely delivered by Borrower to Lender in accordance with this Agreement, Agreement and the documents other Loan Documents, then Borrower shall only be required to promptly (and prior to such disbursement) provide Lender with such requested information are acceptable to the Lender, including the following documents and information: (1) A copy of each executed Authorization for Expenditure, which will be in full force and effect, with respect to which amounts requested pursuant to the disbursement will be applied. If the Borrower previously has provided to the Lender any such Authorization for Expenditure, rather than providing another copy, the Borrower may identify to the Lender the Authorization for Expenditure. (2) A copy of and/or documentation): (i) a requisition spreadsheet in Lender’s customary form or another form reasonably acceptable to Lender; (ii) if such Request for Advance is for costs of Borrower TI Work, a Borrowing Base Certificate in the form set forth in Exhibit K (provided that (aif such Request for Advance is not for Borrower TI Work, then such certificate may be modified in accordance with Section 3.4(a)(v)(A)(1) establishes that the sum of (I) the then-outstanding amount of all Advances above); and (IIiii) the amount that is being requested such other invoices, statements or such other information and documentation as Lender shall reasonably request or require with respect to the Advance that is being requested does not exceed the Borrowing Base and subject of such draw request; (b) summarizes each Joint Interest Billing Statement Upon request from Lender, Borrower shall deliver to Lender invoices, statements and such other information and documentation as Lender shall reasonably request or require with respect to which amounts requested pursuant costs incurred in connection with the TI/LC Expenses during the previous calendar quarter; (c) Until such time as the Loan shall have been fully funded, Borrower shall deliver to Lender, in the form and substance reasonably satisfactory to Lender, a continuation letter or copy of the endorsement dating down the Agent’s Title Policy issued to Agent covering the date of the applicable funding (with mechanic’s lien coverage if such coverage is given by issuers of title insurance under Applicable Law), increasing the coverage thereof by an amount equal to the Mortgage Advances made or to be made through the pending disbursement will clause (but not the overall policy amount), and showing the Deed of Trust as a lien subject only to the Permitted Liens (and such other encumbrances as may be applied and the Borrowerexpressly permitted under this Agreement) or bonded mechanic’s confirmation liens or other exceptions that the Title Company will insure over; (d) No fewer than ten (10) Business Days prior to disbursement, Borrower shall have delivered a certificate to Lender executed by Borrower’s “Working Interest” percentage , which is incorporated in the Request for Advance, to the effect that is being applied with respect the representations and warranties contained in the Loan Documents are correct in all material respects except (i) for any representation or warranty that, by its term, refers to each such Joint Interest Billing Statement is consistent with the Authorization for Expenditure to which such Joint Interest Billing Statement relatesa specific date, or (ii) each Joint Interest Billing Statement with respect to which amounts requested pursuant to the disbursement will be applied, and (iii) any back-up, expenditure information to the Joint Interest Billing Statement extent that the Lender requests. (3) A description, or copies, of all other documents that were provided to the Borrower with respect to the Joint Interest Billing Statement (other than the back-up, expenditure information) or the well to which it relates since the last requested disbursement with respect to such well and, if a description if provided, a copy failure of any such document that representation and warranty to be true and correct in all material respects on and as of the Lender requests.date of the requested Advance will not have a Material Adverse Effect; and (4e) As to (i) any expenditure for which the Borrower is requesting reimbursement and (ii) any expenditure as to which the Borrower requested in the immediately preceding disbursement an advance with which to pay the expenditureAll such invoices, proof of the payee’s receipt of the payment in the form of (a) a copy (copies) of the Borrower’s check register(s) oncontracts, or other supporting data regarding mechanics’ liens which are outstanding as toLender may require, which the Borrower has identified the check(s) pursuant to which any such payment was made and (b) a copy (copies) of the Borrower’s bank statement(s) on, or as to, which the Borrower has identified the clearance of such check(s) (or, if a check is outstanding, the Borrower’s confirmation in the request for the Advance that the check was sent to the payee and that the applicable account contains, and will continue to contain, adequate funds to cover the outstanding check and all other outstanding checks drawn on the account, and which is acceptable to the Lender; if this parenthetical clause applies, the Borrower will be obligated with respect to the outstanding check to comply with this Section 12(B)(4) for subsequent requests until the outstanding check has cleared; unless the Lender consents, any expenditure with respect to a check that has been outstanding more than ninety (90) days no longer will be included in the Borrowing Base)its reasonable discretion.

Documents to be Furnished for Each Advance. At least In addition to the items described in Section 3.1 (which need only be satisfied for the initial Advance on the Effective Date) and Section 3.4 above, it shall be a condition precedent to each Advance after the Effective Date that Borrower shall furnish or cause to be furnished to Administrative Agent at or prior to disbursement (or on such earlier date as provided in Section 3.4 or below), the following documents covering each disbursement, in form and substance reasonably satisfactory to Administrative Agent: (a) Each Borrower’s Request for Advance shall be accompanied by the following items no fewer than ten (10) Business Days prior to each requested disbursementdisbursement (provided, the Borrower shall have furnished however, than in respect of clause (iii) hereof, if Administrative Agent requests any such information or documentation fewer than ten (10) Business Days prior to the Lender the such disbursement but all other documents and information required for a disbursement pursuant have been timely delivered by Borrower to Administrative Agent in accordance with this Agreement, Agreement and the documents other Loan Documents, then Borrower shall only be required to promptly (and prior to such disbursement) provide Administrative Agent with such requested information are acceptable to the Lender, including the following documents and information: (1) A copy of each executed Authorization for Expenditure, which will be in full force and effect, with respect to which amounts requested pursuant to the disbursement will be applied. If the Borrower previously has provided to the Lender any such Authorization for Expenditure, rather than providing another copy, the Borrower may identify to the Lender the Authorization for Expenditure. (2) A copy of and/or documentation): (i) a requisition spreadsheet in Administrative Agent’s customary form or another form reasonably acceptable to Administrative Agent; (ii) if such Request for Advance is for costs of Borrower TI Work, a Borrowing Base Certificate in the form set forth in Exhibit K (provided that (aif such Request for Advance is not for Borrower TI Work, then such certificate may be modified in accordance with Section 3.4(a)(v)(A)(1) establishes that the sum of (I) the then-outstanding amount of all Advances above); and (IIiii) the amount that is being requested such other invoices, statements or such other information and documentation as Administrative Agent shall reasonably request or require with respect to the Advance that is being requested does not exceed the Borrowing Base and subject of such draw request; (b) summarizes each Joint Interest Billing Statement Upon request from Administrative Agent, Borrower shall deliver to Administrative Agent invoices, statements and such other information and documentation as Administrative Agent shall reasonably request or require with respect to which amounts requested pursuant costs incurred in connection with the TI/LC Expenses during the previous calendar quarter; (c) Until such time as the Loan shall have been fully funded, Borrower shall deliver to Administrative Agent, in the form and substance reasonably satisfactory to Administrative Agent, a continuation letter or endorsement dating down the Title Policy issued to Administrative Agent covering the date of the applicable funding (with mechanic’s lien coverage if such coverage is given by issuers of title insurance under Applicable Law), increasing the coverage thereof by an amount equal to the Advances made or to be made through the pending disbursement will clause (but not the overall policy amount), and showing the Deed of Trust as a lien subject only to the Permitted Liens (and such other encumbrances as may be applied and the Borrowerexpressly permitted under this Agreement) or bonded mechanic’s confirmation liens or other exceptions that the Title Company will insure over; (d) No fewer than ten (10) Business Days prior to disbursement, Borrower shall have delivered a certificate to Administrative Agent executed by Borrower’s “Working Interest” percentage , which is incorporated in the Request for Advance, to the effect that is being applied with respect the representations and warranties contained in the Loan Documents are correct in all material respects except (i) for any representation or warranty that, by its term, refers to each such Joint Interest Billing Statement is consistent with the Authorization for Expenditure to which such Joint Interest Billing Statement relatesa specific date, or (ii) each Joint Interest Billing Statement with respect to which amounts requested pursuant to the disbursement will be applied, and (iii) any back-up, expenditure information to the Joint Interest Billing Statement extent that the Lender requests. (3) A description, or copies, of all other documents that were provided to the Borrower with respect to the Joint Interest Billing Statement (other than the back-up, expenditure information) or the well to which it relates since the last requested disbursement with respect to such well and, if a description if provided, a copy failure of any such document that representation and warranty to be true and correct in all material respects on and as of the Lender requests.date of the requested Advance will not have a Material Adverse Effect; and (4e) As to (i) any expenditure for which the Borrower is requesting reimbursement and (ii) any expenditure as to which the Borrower requested in the immediately preceding disbursement an advance with which to pay the expenditureAll such invoices, proof of the payee’s receipt of the payment in the form of (a) a copy (copies) of the Borrower’s check register(s) oncontracts, or other supporting data regarding mechanics’ liens which are outstanding as toAdministrative Agent may require, which the Borrower has identified the check(s) pursuant to which any such payment was made and (b) a copy (copies) of the Borrower’s bank statement(s) on, or as to, which the Borrower has identified the clearance of such check(s) (or, if a check is outstanding, the Borrower’s confirmation in the request for the Advance that the check was sent to the payee and that the applicable account contains, and will continue to contain, adequate funds to cover the outstanding check and all other outstanding checks drawn on the account, and which is acceptable to the Lender; if this parenthetical clause applies, the Borrower will be obligated with respect to the outstanding check to comply with this Section 12(B)(4) for subsequent requests until the outstanding check has cleared; unless the Lender consents, any expenditure with respect to a check that has been outstanding more than ninety (90) days no longer will be included in the Borrowing Base)its reasonable discretion.