Non-Conforming Borrowing Base Sample Clauses

Non-Conforming Borrowing Base. The definition of “Non-Conforming Borrowing Base” in Section 1.02 of the Credit Agreement is hereby amended by deleting the reference to “$3,000,000” therein and inserting “$1,500,000” in place thereof.
Sample 1
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Non-Conforming Borrowing Base. Prior to the Non-Conforming Borrowing Base Maturity Date (i) if the Conforming Borrowing Base is decreased in connection with a Scheduled Redetermination (other than the November 1, 2017 Scheduled Redetermination) or an Interim Redetermination, then the Non-Conforming Borrowing Base will be automatically increased by the amount of any such decrease to the Conforming Borrowing Base as a result of such redetermination so that the amount of the Borrowing Base immediately thereafter will equal the amount of the Borrowing Base in effect immediately prior to such redetermination and (ii) if the Conforming Borrowing Base is increased in connection with a Scheduled Redetermination or an Interim Redetermination, then the Non-Conforming Borrowing Base will be automatically reduced by the amount of any such increase to the Conforming Borrowing Base as a result of such redetermination so that the amount of the Borrowing Base immediately thereafter will equal the amount of the Borrowing Base in effect immediately prior to such redetermination. Upon the occurrence of the Non-Conforming Borrowing Base Maturity Date, the Non-Conforming Borrowing Base shall be automatically reduced to $0.00 and (A) any Non-Conforming Borrowing Base Loans shall be paid in full as further described in Section 3.01(b), (B) all accrued interest in respect thereof shall be paid in full and (C) any other Secured Obligations outstanding under the Non-Conforming Borrowing Base shall be paid in full, including under Section 3.05(a) and Section 5.02, in each case, on the Non-Conforming Borrowing Base Maturity Date.
Sample 1
Non-Conforming Borrowing Base. Notwithstanding the requirements of Section 2.9 relating to redetermination of the Borrowing Base, without any action on the part of Administrative Agent or Lenders, the Non-Conforming Borrowing Base shall automatically, reduce as follows (each such reduction to be independent and cumulative of each other reduction) until such time as the Non-Conforming Borrowing Base is reduced to zero: (i) on April 29, 2016, the amount of the Non-Conforming Borrowing Base shall reduce to $15,000,000 and on June 1, 2016, the amount of the Non-Conforming Borrowing Base shall reduce to zero; (ii) on any date on which the Conforming Borrowing Base is increased, the amount of the Non-Conforming Borrowing Base shall reduce by the same dollar amount as such increase in the Conforming Borrowing Base; (iii) the amount of the Non-Conforming Borrowing Base shall reduce by the same dollar amount as is received by any Restricted Person from the issuance of Equity by such Restricted Person and (iv) the amount of the Non-Conforming Borrowing Base shall reduce by the same dollar amount as is received by any Restricted Person from the sale of assets by such Restricted Person (each such reduction, an “Automatic Non-Conforming Borrowing Base Reduction”). Any waivers of, or amendments to, any Automatic Non-Conforming Borrowing Base Reduction and any waiver or extension of, or amendment to, the defined term “Overadvance Period” shall require the written consent of all Lenders.
Sample 1
Non-Conforming Borrowing Base. (i) The Borrowing Base otherwise determined under this Section 2.07 shall be increased by the Non-Conforming Borrowing Base, which shall be adjusted when and as the Borrowing Base determinations are effective. (ii) Prior to the Conforming Date, the Non-Conforming Borrowing Base is equal to the lesser of (A) $30,000,000.00 or (B) the difference between $230,000,000.00 and the amount the Borrowing Base would be determined to be under this Section 2.07 without giving effect to the increase under (i) above (the “Conforming Borrowing Base”). (iii) On or after the Conforming Date, the Non-Conforming Borrowing Base shall be $0, and shall remain $0 at all times after such Conforming Date. (iv) The “Conforming Date” is the earliest to occur of the following: (A) The first annual anniversary of the Fifth Amendment Closing Date; (B) The date on which the Borrower receives aggregate cash proceeds from the sale or issuance of Equity Interests or Debt (other than Loans and Letter of Credit obligations under this Agreement), net of commissions and fees paid to a capital markets adviser, in excess of the Non-Conforming Borrowing Base as most recently adjusted; and (C) The date the Conforming Borrower Base is greater than $230,000,000.00. (v) Prior to the Conforming Date, each determination of the Borrowing Base under Section 2.07 (or request therefor) shall include the determination (or request therefor) of the Conforming Borrowing Base and Non-Conforming Borrowing Base, in the same manner, at the same times, and by the same requisite Lenders as the determination (or request therefor) of the Borrowing Base.”
Sample 1
Non-Conforming Borrowing Base. Prior to the Non-Conforming Borrowing Base Reduction Date, if the Conforming Borrowing Base is increased in connection with a Scheduled Redetermination or an Interim Redetermination, then the Non-Conforming Borrowing Base will be automatically reduced by the amount of any such increase to the Conforming Borrowing Base as a result of such redetermination so that the amount of the Borrowing Base immediately thereafter will equal the amount of the Borrowing Base in effect immediately prior to such redetermination. Upon the occurrence of the Non-Conforming Borrowing Base Reduction Date, the Non-Conforming Borrowing Base shall be automatically reduced to $0.00 and (i) any Non-Conforming Borrowing Base Loans shall be paid in full as further described in Section 3.01(b), (ii) all accrued interest in respect thereof shall be paid in full and (iii) any other obligations outstanding under the Non-Conforming Borrowing Base shall be paid in full, including under Section 3.05(a) and Section 5.02, in each case, on the Non-Conforming Borrowing Base Reduction Date.
Sample 1
Non-Conforming Borrowing Base. Non-Conforming Instrument Ratio;
Sample 1
Non-Conforming Borrowing Base. Notwithstanding the requirements of Section 2.9 relating to redetermination of the Borrowing Base, without any action on the part of Administrative Agent or Lenders, the Non-Conforming Borrowing Base shall automatically, reduce as follows (each such reduction to be independent and cumulative of each other reduction) until such time as the Non-Conforming Borrowing Base is reduced to zero: (i) on May 1, 2016, the amount of the Non-Conforming Borrowing Base shall reduce to zero; (ii) on any date on which the Conforming Borrowing Base is increased, the amount of the Non-Conforming Borrowing Base shall reduce by the same dollar amount as such increase in the Conforming Borrowing Base; (iii) the amount of the Non-Conforming Borrowing Base shall reduce by the same dollar amount as is received by any Restricted Person
Sample 1
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Related to Non-Conforming Borrowing Base

  • Borrowing Base Agent shall have received evidence from Borrowers that the aggregate amount of Eligible Receivables and Eligible Inventory is sufficient in value and amount to support Advances in the amount requested by Borrowers on the Closing Date;

  • Initial Borrowing Base For the period from and including the Closing Date to but excluding the first Redetermination Date, the amount of the Borrowing Base shall be $2,250,000,000. Notwithstanding the foregoing, the Borrowing Base may be subject to further adjustments from time to time pursuant to Section 2.14(e), (f) and (g).

  • Borrowing Base Report The Agent shall have received from the Borrower the initial Borrowing Base Report dated as of the Closing Date.

  • Borrowing Base Reports Within thirty (30) days after the last day of each month, aged listings of accounts receivable and accounts payable (by invoice date) (the “Borrowing Base Reports”);

  • Calculation of Borrowing Base For purposes of this Agreement, the “Borrowing Base” shall be determined, as at any date of determination, as the sum of the Advance Rates of the Value of each Portfolio Investment (excluding any Cash Collateral held by the Administrative Agent pursuant to Section 2.05(k) or the last paragraph of Section 2.09(a)); provided that: (a) the Advance Rate applicable to that portion of the aggregate Value of the Portfolio Investments in a consolidated group of corporations or other entities (collectively, a “Consolidated Group”), in accordance with GAAP, that exceeds 10% of Shareholders’ Equity of the Borrower (which, for purposes of this calculation shall exclude the aggregate amount of investments in, and advances to, Financing Subsidiaries) shall be 50% of the Advance Rate otherwise applicable; provided that, with respect to the Portfolio Investments in a single Consolidated Group designated by the Borrower to the Administrative Agent such 10% figure shall be increased to 12.5%; (b) the Advance Rate applicable to that portion of the aggregate Value of the Portfolio Investments of all issuers in a Consolidated Group exceeding 20% of Shareholders’ Equity of the Borrower (which, for purposes of this calculation shall exclude the aggregate amount of investments in, and advances to, Financing Subsidiaries) shall be 0%; (c) the Advance Rate applicable to that portion of the aggregate Value of the Portfolio Investments in any single Industry Classification Group that exceeds 20% of Shareholders’ Equity of the Borrower (which for purposes of this calculation shall exclude the aggregate amount of investments in, and advances to, Financing Subsidiaries) shall be 0%; provided that, with respect to the Portfolio Investments in a single Industry Classification Group from time to time designated by the Borrower to the Administrative Agent such 20% figure shall be increased to 30% and, accordingly, only to the extent that the Value for such single Industry Classification Group exceeds 30% of the Shareholders’ Equity shall the Advance Rate applicable to such excess Value be 0%; (d) no Portfolio Investment may be included in the Borrowing Base unless the Collateral Agent maintains a first priority, perfected Lien (subject to Permitted Liens) on such Portfolio Investment and such Portfolio Investment has been Delivered (as such term is used in and to the extent required under Section 7.01(a) of the Guarantee and Security Agreement) to the Collateral Agent, and then only for so long as such Portfolio Investment continues to be Delivered as contemplated therein; (e) the portion of the Borrowing Base attributable to Performing Non-Cash Pay High Yield Securities, Performing Non-Cash Pay Mezzanine Investments, Equity Interests and Non-Performing Portfolio Investments shall not exceed 20%; (f) the portion of the Borrowing Base attributable to Equity Interests shall not exceed 10% (it being understood that in no event shall Equity Interests of Financing Subsidiaries be included in the Borrowing Base); (g) the portion of the Borrowing Base attributable to Non-Performing Portfolio Investments shall not exceed 15% and the portion of the Borrowing Base attributable to Portfolio Investments that were Non-Performing Portfolio Investments at the time such Portfolio Investments were acquired shall not exceed 5%; and (h) the portion of the Borrowing Base attributable to Portfolio Investments invested outside the United States, Canada, the United Kingdom, Australia, Germany, France, Belgium, the Netherlands, Luxembourg, Switzerland, Denmark, Finland, Norway and Sweden shall not exceed 5% without the consent of the Administrative Agent. As used herein, the following terms have the following meanings:

  • Execution of Loan Documents; Borrowing Base Certificate The Borrowers hereby empower and authorize the Borrower Representative, on behalf of the Borrowers, to execute and deliver to the Administrative Agent and the Lenders the Loan Documents and all related agreements, certificates, documents, or instruments as shall be necessary or appropriate to effect the purposes of the Loan Documents, including, without limitation, the Borrowing Base Certificates and the Compliance Certificates. Each Borrower agrees that any action taken by the Borrower Representative or the Borrowers in accordance with the terms of this Agreement or the other Loan Documents, and the exercise by the Borrower Representative of its powers set forth therein or herein, together with such other powers that are reasonably incidental thereto, shall be binding upon all of the Borrowers.

  • Borrowing Base Deficiency (i) Other than as provided in clause (ii) below, if the aggregate outstanding amount of the Advances plus the Letter of Credit Exposure ever exceeds the lesser of the (y) Borrowing Base and (z) the aggregate Commitments, the Borrower shall, after receipt of written notice from the Administrative Agent regarding such deficiency, take any of the following actions (and the failure of the Borrower to take such actions to remedy such Borrowing Base deficiency shall constitute an Event of Default): (A) prepay Advances or, if the Advances have been repaid in full, make deposits into the Cash Collateral Account to provide cash collateral for the Letter of Credit Exposure, such that the Borrowing Base deficiency is cured within 10 Business Days after the date such deficiency notice is received by the Borrower from the Administrative Agent; (B) pledge as Collateral for the Obligations additional Oil and Gas Properties acceptable to the Administrative Agent and each of Lenders such that the Borrowing Base deficiency is cured within 30 days after the date such deficiency notice is received by the Borrower from the Administrative Agent; (C) (i) deliver, within 10 Business Days after the date such deficiency notice is received by the Borrower from the Administrative Agent, written notice to the Administrative Agent indicating the Borrower’s election to repay the Advances and make deposits into the Cash Collateral Account to provide cash collateral for the Letters of Credit, each in five monthly installments equal to one-fifth of such Borrowing Base deficiency with the first such installment due 30 days after the date such deficiency notice is received by the Borrower from the Administrative Agent and each following installment due 30 days after the preceding installment and (ii) make such payments and deposits within such time periods; provided that, the Borrowing Base deficiency cure permitted under this clause (C) shall not be available to the Borrower unless, concurrent with the written notice delivered to the Administrative Agent electing this option, the Borrower shall have delivered to the Administrative Agent a calculation of the Borrower’s consolidated cash flow forecast and financial projections which demonstrates, to the Administrative Agent’s satisfaction, the Borrower’s ability to make each such installment payments and to otherwise pay its other Debt and trade accounts payable as they become due; or (D) (i) deliver, within 10 Business Days after the date such deficiency notice is received by the Borrower from the Administrative Agent, written notice to the Administrative Agent indicating the Borrower’s election to combine the options provided in clause (B) and clause (C) above, and also indicating the amount to be prepaid in installments and the amount to be provided as additional Collateral, and (ii) make such five equal consecutive monthly installments and deliver such additional Collateral within the time required under clause (B) and clause (C) above. (ii) Upon each reduction of the Borrowing Base, if any, resulting from a Borrowing Base redetermination made under Section 2.02(c)(ii) or (iii), if the aggregate outstanding amount of the Advances plus the Letter of Credit Exposure exceeds the lesser of the (y) Borrowing Base and (z) the aggregate Commitments, then the Borrower shall immediately prepay the Advances or, if the Advances have been repaid in full, make deposits into the Cash Collateral Account to provide cash collateral for the Letter of Credit Exposure, in an amount equal to (A) such portion of the Borrowing Base deficiency resulting from such reduction plus (B) if a Borrowing Base deficiency exists prior to such reduction, then an amount equal to the lesser of (i) the net cash proceeds of the transaction that triggered such Borrowing Base reduction and (ii) such portion of the Borrowing Base deficiency in existence immediately prior to such reduction. (iii) Each prepayment pursuant to this Section 2.05(b) shall be accompanied by accrued interest on the amount prepaid to the date of such prepayment and amounts, if any, required to be paid pursuant to Section 2.12 as a result of such prepayment being made on such date. Each prepayment under this Section 2.05(b) shall be applied to the Advances as determined by the Administrative Agent and agreed to by the Lenders in their sole discretion. The failure of the Borrower to provide a notice of its election within the required 10 days as required in clause (i) above shall be deemed to be an election by the Borrower to take the actions provided in clause (i)(A) above.

  • Borrowing Base Certificate The Administrative Agent shall have received a completed Borrowing Base Certificate duly executed by a financial officer of the Borrower, setting forth the calculation of the initial Borrowing Base as of the last day of the month preceding the date of the initial Advance under the Revolving Facility or the initial Letter of Credit.

  • Effectiveness of a Redetermined Borrowing Base Subject to Section 2.14(h), after a redetermined Borrowing Base is approved or is deemed to have been approved by the Borrowing Base Required Lenders or the Required Lenders, as applicable, pursuant to Section 2.14(c)(iii), the Administrative Agent shall promptly thereafter notify the Borrower and the Lenders of the amount of the redetermined Borrowing Base (the “New Borrowing Base Notice”), and such amount shall become the new Borrowing Base, effective and applicable to the Borrower, the Administrative Agent, the Letter of Credit Issuers and the Lenders: (i) in the case of a Scheduled Redetermination, (A) if the Administrative Agent shall have received the Engineering Reports required to be delivered by the Borrower pursuant to Sections 9.14(a) and (c) in a timely and complete manner, on the April 1st or October 1st, as applicable, following such notice, or (B) if the Administrative Agent shall not have received the Engineering Reports required to be delivered by the Borrower pursuant to Sections 9.14(a) and (c) in a timely and complete manner, then on the Business Day next succeeding delivery of such New Borrowing Base Notice; and (ii) in the case of an Interim Redetermination, on the Business Day next succeeding delivery of such New Borrowing Base Notice. Subject to Section 2.14(h), such amount shall then become the Borrowing Base until the next Scheduled Redetermination Date, the next Interim Redetermination Date or the next adjustment to the Borrowing Base under Section 2.14(e), (f), (g) or (h), whichever occurs first. Notwithstanding the foregoing, no Scheduled Redetermination or Interim Redetermination shall become effective until the New Borrowing Base Notice related thereto is received by the Borrower.

  • Notification of Advances, Interest Rates, Prepayments and Commitment Reductions Promptly after receipt thereof, the Agent will notify each Lender of the contents of each Aggregate Commitment reduction notice, Borrowing Notice, Conversion/Continuation Notice, and repayment notice received by it hereunder. The Agent will notify each Lender of the interest rate applicable to each Eurodollar Advance promptly upon determination of such interest rate and will give each Lender prompt notice of each change in the Alternate Base Rate.

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