Sales of Oil and Gas Properties. At any time during the Forbearance Period that (i) any of the Oil and Gas Properties which are described in Exhibit "A" hereto, or any other Oil and Gas Properties which are added to Exhibit "A" pursuant to the agreement of the Agent, the Required Lenders and KCS with respect to a Specified Value (collectively, the "Scheduled Properties"), or (ii) any other Oil and Gas Properties owned by any of the Borrowers (the "Unscheduled Properties") are sold other than Oil and Gas Properties described in Section 7.1(iii) of this Agreement, the Borrowers shall, substantially concurrent with the sale thereof, prepay the Conforming Loans in an amount equal to the value attributable to the Scheduled Properties as specified in Exhibit "A" as amended from time to time or with respect to the Unscheduled Properties, the value specified by the Agent with the consent of the Required Lenders (collectively, the "Specified Value") until such Conforming Loans are paid in full and next to the Non-Conforming Loans. In addition, upon the sale of any such Oil and Gas Properties (whether Scheduled Properties or Unscheduled Properties), if the Net Cash Proceeds are greater than the Specified Value, the Borrowers shall prepay the Non-Conforming Loans in an amount equal to twenty percent (20%) of the portion of the Net Cash Proceeds in excess of the Specified Value until such Non-Conforming Loans are paid in full and next to the Conforming Loans. The Agent shall have the necessary authority to release Liens on the Scheduled Properties and the Unscheduled Properties so long as the Net Cash Proceeds equal or exceed the Specified Value.
Appears in 1 contract
Sales of Oil and Gas Properties. At any time during the Forbearance Period that (i) any of the Oil and Gas Properties which are described in Exhibit "A" hereto, or any other Oil and Gas Properties which are added to Exhibit "A" pursuant to the agreement of the Agent, the Required Lenders Lenders, and KCS the Borrowers with respect to a Specified Value (collectively, the "Scheduled Properties"), or (ii) any other Oil and Gas Properties owned by any of the Borrowers (the "Unscheduled Properties") are sold (other than Oil and Gas Properties described in Section 7.1(iii) of this Agreement), the Borrowers shall, substantially concurrent concurrently with the sale thereof, prepay pay principal of the Conforming Loans Obligations in an amount equal to (i) with respect to Scheduled Properties, the value attributable to the such Scheduled Properties as specified in Exhibit "A" as amended from time to time or (ii) with respect to the Unscheduled Properties, Properties the value specified by the Agent with the consent of the Required Lenders (collectively, the "Specified Value") until such Conforming Loans are the principal of the Obligations is paid in full and next to the Non-Conforming Loansfull. In addition, upon the sale of any such Oil and Gas Properties (whether Scheduled Properties or Unscheduled Properties), if the Net Cash Proceeds are greater than the Specified Value, the Borrowers shall prepay the Non-Conforming Loans in pay an amount equal to twenty percent (20%) of the portion of the Net Cash Proceeds in excess of the Specified Value until such Non-Conforming Loans are paid in full and next which shall be applied to the Conforming Loansrepayment of the principal of the Obligations until the principal amount of such Obligations is repaid in full. At the time of the making of each payment hereunder, the Borrowers shall specify to the Agent the Loans to which such payment is to be applied in accordance with the terms of this Agreement. In the event the Borrowers fail to so specify, the Agent may apply such payment to Loans as it may elect in its discretion and in accordance with the terms of the Credit Agreement and this Agreement. The Agent shall have the necessary authority to release release, and each Lender hereby consents to the Agent releasing, Liens on the Scheduled Properties and the Unscheduled Properties so long as the Net Cash Proceeds equal or exceed the Specified Value.
Appears in 1 contract
Sales of Oil and Gas Properties. At any time during the Forbearance Period that (i) any of the Oil and Gas Properties which are described in Exhibit "A" hereto, or any other Oil and Gas Properties which are added to Exhibit "A" pursuant to the agreement of the Agent, the Required Lenders and KCS with respect to a Specified Value (collectively, the "Scheduled Properties"), or (ii) any other Oil and Gas Properties owned by any of the Borrowers (the "Unscheduled Properties") are sold (other than Oil and Gas Properties described in Section 7.1(iii) of this Agreement), KCS and the Borrowers shall, substantially concurrent concurrently with the sale thereof, prepay pay principal of the Conforming Loans Tranche A Obligations in an amount equal to the value attributable to Specified Value until the Scheduled Properties as specified in Exhibit "A" as amended from time to time or with respect to the Unscheduled Properties, the value specified by the Agent with the consent principal of the Required Lenders (collectively, the "Specified Value") until such Conforming Loans are Tranche A Obligations is paid in full and next to the Non-Conforming LoansTranche B Obligations. In addition, upon the sale of any such Oil and Gas Properties (whether Scheduled Properties or Unscheduled Properties), if the Net Cash Proceeds are greater than the Specified Value, KCS and the Borrowers shall prepay the Non-Conforming Loans in pay an amount equal to twenty percent (20%) of the portion of the Net Cash Proceeds in excess of the Specified Value which shall be applied (i) first to the repayment of the principal of the Tranche A Obligations until the principal amount of such Non-Conforming Loans are paid Tranche A Obligations is repaid in full full, and (ii) next to the Conforming Loansrepayment of Tranche B Obligations until the principal amount of such Tranche B Obligations is repaid in full. At the time of the making of each payment hereunder, the Borrowers shall specify to the Agent the Loans to which such payment is to be applied in accordance with the terms of this Agreement. In the event the Borrowers fail to so specify, the Agent may apply such payment to Loans as it may elect in its discretion and in accordance with the terms of the Credit Agreement and this Agreement. The Agent shall have the necessary authority to release release, and each Lender hereby consents to the Agent releasing, Liens on the Scheduled Oil and Gas Properties sold pursuant to this Section 3.6 (and the Unscheduled Oil and Gas Properties described in Section 7.1(iii) of this Agreement) so long as the Net Cash Proceeds equal or exceed the Specified Value.
Appears in 1 contract
Sales of Oil and Gas Properties. At any time during the Forbearance Period that (i) any of the Oil and Gas Properties which are described in Exhibit "A" hereto, or any other Oil and Gas Properties which are added to Exhibit "A" pursuant to the agreement of the Agent, the Required Lenders Lenders, KCS and KCS the Borrowers with respect to a Specified Value (collectively, the "Scheduled Properties"), or (ii) any other Oil and Gas Properties owned by any of the Borrowers (the "Unscheduled Properties") are sold other than Oil and Gas Properties described in Section 7.1(iii) of this Agreement, KCS and the Borrowers shall, substantially concurrent with the sale thereof, prepay the Conforming Loans in an amount equal to the value attributable to the Scheduled Properties as specified in Exhibit "A" as amended from time to time or with respect to the Unscheduled Properties, the value specified by the Agent with the consent of the Required Lenders (collectively, the "Specified Value") until such Conforming Loans are paid in full and next to the Non-Conforming Loans. In addition, upon the sale of any such Oil and Gas Properties (whether Scheduled Properties or Unscheduled Properties), if the Net Cash Proceeds are greater than the Specified Value, KCS and the Borrowers shall prepay the Non-Conforming Loans in an amount equal to twenty percent (20%) of the portion of the Net Cash Proceeds in excess of the Specified Value until such Non-Conforming Loans are paid in full and next to the Conforming Loans. The Agent shall have the necessary authority to release Liens on the Scheduled Properties and the Unscheduled Properties so long as the Net Cash Proceeds equal or exceed the Specified Value.
Appears in 1 contract