Scheduled and Interim Redetermination Procedure. (i) Each Scheduled Redetermination and each Interim Redetermination shall be effectuated as follows: Upon receipt by the Administrative Agent of the Reserve Report, the Reserve Report Certificate, the information provided pursuant to Section 9.14(c) and such other related reports, data and supplemental information as the Administrative Agent or the Required Lenders may reasonably request (the Reserve Report, such Reserve Report Certificate and such other related reports, data and information being the “Engineering Reports”), the Administrative Agent shall evaluate the information contained in the Engineering Reports and shall in good faith calculate the Variable Amount (the “Adjusted Variable Amount”) based upon such information and such other related information (including the status of title information with respect to the Borrowing Base Properties as described in the Engineering Reports and the existence of any Hedge Agreements) in good faith in accordance with its usual and customary oil and gas lending criteria as they exist at the particular time, which Variable Amount shall be an amount equal to the lesser of (x) the PV-9 of the Credit Parties’ total Proved Reserves included in the most recent Reserve Report and (y) the lowest maximum amount of Indebtedness for borrowed money constituting “Senior Obligations” (as defined in the Intercreditor Agreement) that the Credit Parties are then permitted to incur pursuant to the terms of any Junior Debt Document.
Appears in 4 contracts
Samples: Credit Agreement (Vine Resources Inc.), Credit Agreement (Vine Resources Inc.), Credit Agreement (Vine Resources Inc.)
Scheduled and Interim Redetermination Procedure. (i) Each Scheduled Redetermination and each Interim Redetermination shall be effectuated as follows: Upon receipt by the Administrative Agent of the Reserve Report, the Reserve Report Certificate, the information provided pursuant to Section 9.14(c9.13(c) and such other related reports, data and supplemental information as the Administrative Agent or the Required Lenders may reasonably request (the Reserve Report, such Reserve Report Certificate and such other related reports, data and information being the “Engineering Reports”), the Administrative Agent shall evaluate the information contained in the Engineering Reports and shall in good faith calculate the Variable Amount and based upon its sole credit discretion propose a new Borrowing Base (the “Adjusted Variable AmountProposed Borrowing Base”) based upon such information and such other related information (including the status of title information with respect to the Borrowing Base Properties as described in the Engineering Reports and the existence of any Hedge Agreements) in good faith in accordance with its usual and customary oil and gas lending criteria as they exist at the particular time. For the avoidance of doubt, which Variable Amount shall be an amount equal to the lesser of (x) the PV-9 of the Credit Parties’ total Proved Reserves included in the most recent Reserve Report and (y) case of an Interim Redetermination, the lowest maximum amount of Indebtedness for borrowed money constituting “Senior Obligations” (as defined Administrative Agent may utilize the Engineering Reports delivered in connection with the Intercreditor Agreement) that last Scheduled Redetermination, provided, however, the Credit Parties are then permitted to incur pursuant to the terms of any Junior Debt DocumentAdministrative Agent may in its sole discretion request Borrower-generated supplemental Engineering Reports in connection with such Interim Redetermination.
Appears in 2 contracts
Samples: Credit Agreement (California Resources Corp), Credit Agreement (California Resources Corp)
Scheduled and Interim Redetermination Procedure. (i) Each Scheduled Redetermination and each Interim Redetermination shall be effectuated as follows: Upon receipt by the Administrative Agent of the Reserve Report, the Reserve Report Certificate, the information provided pursuant to Section 9.14(c) and such other related reports, data and supplemental information as the Administrative Agent or the Required Lenders may reasonably request (the Reserve Report, such Reserve Report Certificate and such other related reports, data and information being the “Engineering Reports”), the Administrative Agent shall evaluate the information contained in the Engineering Reports and shall in good faith calculate the Variable Amount and based upon its sole credit discretion propose a new Borrowing Base (the “Adjusted Variable AmountProposed Borrowing Base”) based upon such information and such other related information (including the status of title information with respect to the Borrowing Base Properties as described in the Engineering Reports and the existence of any Hedge Agreements) in good faith in accordance with its usual and customary oil and gas lending criteria as they exist at the particular time. For the avoidance of doubt, which Variable Amount shall be an amount equal to the lesser of (x) the PV-9 of the Credit Parties’ total Proved Reserves included in the most recent Reserve Report and (y) case of an Interim Redetermination, the lowest maximum amount of Indebtedness for borrowed money constituting “Senior Obligations” (as defined Administrative Agent may utilize the Engineering Reports delivered in connection with the Intercreditor Agreement) that last Scheduled Redetermination, provided, however, the Credit Parties are then permitted to incur pursuant to the terms of any Junior Debt DocumentAdministrative Agent may in its sole discretion request Borrower-generated supplemental Engineering Reports in connection with such Interim Redetermination.
Appears in 2 contracts
Samples: Credit Agreement (California Resources Corp), Credit Agreement (California Resources Corp)
Scheduled and Interim Redetermination Procedure. (i) Each Scheduled Redetermination and each Interim Redetermination shall be effectuated as follows: Upon receipt by the Administrative Agent of (A) the Reserve Report, Report and the Reserve Report Certificate, and (B) such other reports, data and supplemental information, including, without limitation, the information provided pursuant to Section 9.14(c) and such other related reports5.11, data and supplemental information as the Administrative Agent or may, from time to time, be reasonably requested by the Required Lenders may reasonably request (the Reserve Report, such Reserve Report Certificate certificate and such other related reports, data and supplemental information being the “Engineering Reports”), the Administrative Agent shall evaluate the information contained in the Engineering Reports and shall shall, in good faith calculate the Variable Amount faith, propose a new Borrowing Base (the “Adjusted Variable AmountProposed Borrowing Base”) based upon such information and such other related information (including including, without limitation, the status of title information with respect to the Borrowing Base Oil and Gas Properties as described in the Engineering Reports and Reports, the existence of any Hedge Agreementsother Indebtedness, the financial condition of the Loan Parties, the economic effect of the Borrower’s and its Subsidiaries’ Swap Agreements and such other credit factors) as the Administrative Agent deems appropriate in good faith in accordance its sole discretion and consistent with its usual and customary normal oil and gas lending criteria as they exist it exists at the particular time, which Variable Amount . In no event shall be an amount equal to the lesser of (x) Proposed Borrowing Base exceed the PV-9 of the Aggregate Maximum Credit Parties’ total Proved Reserves included in the most recent Reserve Report and (y) the lowest maximum amount of Indebtedness for borrowed money constituting “Senior Obligations” (as defined in the Intercreditor Agreement) that the Credit Parties are then permitted to incur pursuant to the terms of any Junior Debt DocumentAmounts.
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