Common use of Increases with Borrowing Base Required Lenders Approval Clause in Contracts

Increases with Borrowing Base Required Lenders Approval. In the event that the Borrowing Base Required Lenders approve an Adjusted Variable Amount that increases the then effective Borrowing Base, but one or more Lenders does not approve such Adjusted Variable Amount (any such Lender, a “Non-Consenting Variable Amount Lender”), the Variable Amount shall nevertheless be increased to the Adjusted Variable Amount, but such Non-Consenting Variable Amount Lender’s obligation to lend under such Adjusted Variable Amount shall not be greater than such Non-Consenting Variable Amount Lender’s obligation to lend under the Borrowing Base in effect immediately prior to such Adjusted Variable Amount becoming effective (without its subsequent approval of such increase, which may be provided at any time). If the Administrative Agent and Borrower shall have identified one or more mutually agreeable Persons to whom such Non-Consenting Variable Amount Lender may assign the portion of its Commitment that corresponds to the increase in such Non-Consenting Variable Amount Lender’s obligation to lend under the Adjusted Variable Amount, then (subject to the requirements of Section 13.7(b) being satisfied and without limiting any rights of the Borrower under Section 13.7(b)) such Non-Consenting Variable Amount Lender shall, for purposes of facilitating an assignment of such portion of its Commitment, consent to such Adjusted Variable Amount and corresponding increase to its obligation to lend under such Adjusted Variable Amount and execute an Assignment and Assumption to give effect to an assignment of such portion of its Commitment on the day when the Adjusted Variable Amount is effective under Section 2.14(d) (or such later date acceptable to Borrower and Administrative Agent).