Common use of Limited Power to Borrow Clause in Contracts

Limited Power to Borrow. If at any time the amount of cash on hand (which amount shall not include any amounts which have been reported to a stock exchange on which the Units are listed as the amount which will be paid to Unit Holders with respect to a Monthly Record Date and which amounts have not been paid) is not sufficient to pay liabilities of the Trust then due, the Trustee is authorized, but not required, to borrow from itself in its capacity as Bank, or from another Person, on a secured or unsecured basis, such amounts as are required after use of any available Trust funds to pay such liabilities as have become due. To secure payment of such indebtedness, the Trustee is authorized to mortgage, pledge, grant security interests in or otherwise encumber (and to include as a part thereof any and all terms, powers, remedies, covenants and provisions deemed necessary or advisable in the Trustee’s discretion including, without limitation, the power of sale with or without judicial proceedings) the Trust Estate, or any portion thereof, including the Royalties and any Other Trust Interest, and to carve out and convey production payments. While the Bank is not obligated to make any loan to the Trust, the rate of interest on any loan made by the Bank to the Trust shall not exceed two percent above the prime commercial rate charged from time to time by the Bank. Borrowings from any other Person shall be on such terms as the Trustee shall deem advisable. At no time shall the Trustee incur additional borrowings if the then outstanding borrowings exceed 50 percent of the amount of gross revenues from the Royalties and the cash distributions from any Other Trust that the Trustee estimates will be received by the Trust during the immediately following six Monthly Periods. The Trustee is prohibited from borrowing in its capacity as Trustee except as provided in this Section 6.08 and in Section 6.14(c). In the event of such borrowings, no further Trust distributions shall be made until the indebtedness created by such borrowings has been paid in full.

Limited Power to Borrow. (a) Trustee on behalf of the Trust is authorized and directed to borrow funds from Depositor or any Affiliate of Depositor (as Depositor Loans), directly or indirectly, for the purposes described in Section 3.7 and Section 7.5. Any Depositor Loan pursuant to this Section 3.9 or Section 7.5 may be evidenced by a written promissory note executed by the Trustee on behalf of the Trust, and shall (i) be on an unsecured basis, (ii) have a maturity date no earlier than the Dissolution Date, (iii) be interest-free, and (iv) be without recourse to the Trustee, it being agreed that any such loan shall be payable solely out of the assets of the Trust. Depositor Loans shall be paid in full prior to distributions to Unitholders. (b) If at any time the amount of cash on hand (which amount shall not include any amounts which have been reported and to a stock exchange on which be received by the Trust and available to pay Trust Obligations or to purchase Units are listed as the amount which will be paid to Unit Holders with respect to a Monthly Record Date and which amounts have not been paidif required under Section 3.15(c) is not, or may not be, in the judgment of the Trustee, sufficient to pay liabilities of the Trust then dueObligations as they become due or to purchase Units if required under Section 3.15(c), and Depositor fails to make Depositor Loans in such amounts and at such times as Trustee deems sufficient (provided, however, that nothing herein is intended to relieve Depositor of its obligation to fund or cause an Affiliate of Depositor to fund all amounts requested by the Trustee pursuant to Section 7.5 in accordance with the provisions of Section 7.5), the Trustee is authorized, but not required, authorized to borrow from itself in its capacity as Bank, or from another Person, on a secured or unsecured basis, such amounts as are the funds required after use of any available Trust funds to pay such liabilities as have become dueTrust Obligations or make such purchases from any party other than Depositor and its Affiliates. If the Trust borrows any amounts pursuant to this Section 3.9(b), no further distributions will be made to Unitholders (except in respect of any previously determined and unpaid Quarterly Distribution Amounts) until the indebtedness created by such borrowing has been paid in full. To secure payment of such indebtedness, the Trustee is authorized (without any vote of Unitholders) to mortgage, pledge, grant security interests in or otherwise encumber (and to include as a part thereof any and all terms, powers, remedies, covenants and provisions deemed necessary or advisable in the Trustee’s discretion discretion, including, without limitation, the power of sale with or without judicial proceedings) the Trust Estate, or any portion thereof, including the Royalties and any Other Trust InterestRoyalties, and to carve out and convey production payments. While . (c) No provision of this Agreement shall require either the Bank is not obligated to make any loan to the TrustTrustee, the rate of interest on any loan made by the Bank to the Trust shall not exceed two percent above the prime commercial rate charged from time to time by the Bank. Borrowings from Delaware Trustee or any other Person serving as a fiduciary hereunder, to expend or risk its own funds or otherwise incur personal financial liability in the performance of any of its duties hereunder or in the exercise of any of its rights or powers. The Trustee and the Delaware Trustee or any other Person serving as fiduciary hereunder shall be on such terms as indemnified and held harmless by Depositor and Grantor in accordance with Section 6.2 for any liability incurred in the Trustee shall deem advisableperformance of any of its duties under this Agreement. At In no time event shall the Trustee incur additional borrowings if be responsible for the then outstanding borrowings exceed 50 percent payment of any Quarterly Distribution Amount, Sales Proceeds Amounts or other amount except to the extent that it has sufficient cash on hand on behalf of the amount of gross revenues from the Royalties and the cash distributions from any Other Trust that the Trustee estimates will be received by the Trust during the immediately following six Monthly Periods. The Trustee is prohibited from borrowing in its capacity as Trustee except as provided in this Section 6.08 and in Section 6.14(c). In the event of to make such borrowings, no further Trust distributions shall be made until the indebtedness created by such borrowings has been paid in fullpayment.

Limited Power to Borrow. (a) If at any time the amount of cash on hand and to be received by the Trust and available to pay liabilities (which amount shall not include any other than compensation payable to the Trustee pursuant to Section 7.1 and administrative expenses incurred pursuant to Section 7.2, such amounts which have been reported to a stock exchange on which be funded by Grantor or an affiliate of Grantor through loans to the Units are listed trust as the amount which will be paid to Unit Holders with respect to a Monthly Record Date and which amounts have not been paidrequired by Section 7.5 ("GRANTOR LOANS")) is not, or will not be, in the judgment of the Trustee, sufficient to pay such liabilities of the Trust then dueas they become due or to purchase Units if required under Section 3.15(b), the Trustee is authorized, but not required, authorized to borrow from itself in its capacity as Bank, or from another Person, on a secured or unsecured basis, such amounts as are the funds required after use of any available Trust funds to pay such liabilities or make such purchases. Provided, if Grantor or its Affiliates fails to make any Grantor Loans, Trustee is authorized to borrow such funds as would have become duebeen received from the Grantor Loans from any other Person. If the Trust borrows any amounts pursuant to this Section, no further distributions will be made to Unitholders (except in respect of previously determined Quarterly Distribution Amounts) until the indebtedness created by such borrowing has been paid in full. Such funds may be borrowed from any Person, including, without limitation, Grantor or any Affiliate of Grantor, or the Bank or any other fiduciary hereunder. To secure payment of such indebtedness, the Trustee is authorized to mortgage, pledge, grant security interests in or otherwise encumber (and to include as a part thereof any and all terms, powers, remedies, covenants and provisions deemed necessary or advisable in the Trustee’s discretion 's discretion, including, without limitation, the power of sale with or without judicial proceedings) the Trust Estate, or any portion thereof, including the Royalties and any Other Trust InterestRoyalties, and to carve out and convey production payments. While . (b) Trustee is authorized to borrow funds from Grantor or any Affiliate of Grantor, directly or indirectly, for the Bank is not obligated to make any loan purposes described in Sections 7.4 or 7.5, and to the Trustextent Trustee borrows such funds, the rate of such loans (and accrued interest on any loan made by the Bank to the Trust shall not exceed two percent above the prime commercial rate charged from time to time by the Bank. Borrowings from any other Person thereon) shall be on such terms as the Trustee shall deem advisable. At no time shall the Trustee incur additional borrowings if the then outstanding borrowings exceed 50 percent of the amount of gross revenues repaid in quarterly installments only from the Royalties and excess, if any, of (i) the product of (A) the cash distributions from any Other Trust that the Trustee estimates will be received by the Trust Trustee during the immediately following six Monthly Periods. The applicable Quarter and (B) .08 over (ii) all compensation, reimbursements and other charges owing and paid to the Trustee is prohibited from borrowing in its capacity as Trustee except as provided in this Section 6.08 and in Section 6.14(c)for such Quarter pursuant to Article VII. In the event that upon termination of the Trust, any such borrowingsloans remain outstanding, no such loans, together with all accrued and unpaid interest thereon, will be and be deemed forgiven, cancelled and discharged by Grantor, or its Affiliates, as applicable, without the necessity of further Trust distributions act or evidence. Such limitations shall not be applicable to any loans made by Grantor or an Affiliate of Grantor pursuant to Section 3.9(a) above and such loans by Grantor or its Affiliates pursuant to such Section shall be made until treated in the indebtedness created by such borrowings has been paid in fullsame manner as a loan from a third party.