Common use of Special Redetermination Clause in Contracts

Special Redetermination. In addition to Scheduled Redeterminations, the Borrower and the Required Lenders shall each be permitted to make (i) Special Redeterminations pursuant to Section 2.15(e) and Section 5.18 and (ii) other Special Redeterminations of the Borrowing Base; provided, that, the Required Lenders shall be permitted to make only one (1) Special Redetermination pursuant to this Section 2.15(c)(ii) in any calendar year (and no Special Redetermination shall in any case be made at the request of the Required Lenders prior to June 30, 2015) and the Borrower shall be permitted to make only two (2) Special Redeterminations pursuant to this Section 2.15(c) in any calendar year; provided, that in connection with a Material Acquisition, the Borrower shall be permitted to request an additional Special Redetermination. Any request for a Special Redetermination shall be made pursuant to a written notice (i) from the Administrative Agent to the Borrower, in respect of a Special Redetermination requested by the Required Lenders and (ii) from the Borrower to the Administrative Agent, in respect of a Special Redetermination requested by the Borrower, and, in the case of a request by the Borrower, such notice shall be accompanied by a Reserve Report and a notification of the Borrowing Base requested by the Borrower in connection with such Special Redetermination. Any Special Redetermination shall be made by the Administrative Agent and the Lenders in accordance with the procedures and standards set forth in Section 2.15(b). A Reserve Report shall not be required to be delivered to the Administrative Agent and the Lenders in connection with any Special Redetermination requested by the Required Lenders pursuant to this Section 2.15(c); provided, however that in the absence of a current Reserve Report, the Administrative Agent may make adjustments to its analysis of the latest Reserve Report and the Borrowing Base in its sole discretion.

Special Redetermination. (a) In addition to Scheduled RedeterminationsRedeterminations and the other Redeterminations provided for in this Article IV, the Borrower and the Required Lenders Majority Banks shall each be permitted to make request a Special Redetermination of the Borrowing Base and the Conforming Borrowing Base once in each period between Scheduled Redeterminations. Any request by Majority Banks pursuant to this Section 4.3(a) shall be submitted to Administrative Agent and Borrower. Any request by Borrower pursuant to this Section 4.3(a) shall be submitted to Administrative Agent and each Bank and at the time of such request Borrower shall (i) Special Redeterminations pursuant deliver to Section 2.15(e) Administrative Agent and Section 5.18 each Bank a Reserve Report, and (ii) other Special Redeterminations of the Borrowing Base; provided, that, the Required Lenders shall be permitted to make only one (1) Special Redetermination pursuant to this Section 2.15(c)(ii) in any calendar year (and no Special Redetermination shall in any case be made at the request of the Required Lenders prior to June 30, 2015) and the Borrower shall be permitted to make only two (2) Special Redeterminations pursuant to this Section 2.15(c) in any calendar year; provided, that in connection with a Material Acquisition, the Borrower shall be permitted to request an additional Special Redetermination. Any request for a Special Redetermination shall be made pursuant to a written notice (i) from the also notify Administrative Agent to the Borrower, in respect of a Special Redetermination requested by the Required Lenders and (ii) from the Borrower to the Administrative Agent, in respect of a Special Redetermination requested by the Borrower, and, in the case of a request by the Borrower, such notice shall be accompanied by a Reserve Report and a notification each Bank of the Borrowing Base requested by the Borrower in connection with such Special Redetermination. Any . (b) Except as provided in Section 4.3(c) below, any Special Redetermination shall be made by the Administrative Agent and the Lenders Banks in accordance with the procedures and standards set forth in Section 2.15(b). A 4.2; provided, that, no Reserve Report shall not will be required to be delivered to the Administrative Agent and the Lenders Banks in connection with any Special Redetermination requested by the Required Lenders Majority Banks pursuant to this Section 2.15(c); provided4.3(a) above. (c) Notwithstanding anything to the contrary contained herein, however that in if the absence of Total Commitment is increased to $600,000,000 pursuant to a current Reserve ReportCommitment Increase prior to the first Scheduled Redetermination after the Closing Date, the Administrative Agent may make adjustments to its analysis of the latest Reserve Report and the Borrowing Base shall be increased to $300,000,000 contemporaneously with such Commitment Increase, which Borrowing Base shall remain in its sole discretioneffect until the first Redetermination to occur thereafter. The Special Redetermination described in this Section 4.3(c) shall not be deemed to be one of the Special Redeterminations permitted for each of Borrower and Majority Banks between Scheduled Redeterminations.

Special Redetermination. (a) In addition to Scheduled Redeterminations, the Borrower and the Required Lenders shall each be permitted to make (i) Special Redeterminations pursuant to Section 2.15(e) and Section 5.18 and (ii) other Special Redeterminations of the Borrowing Base; provided, that, the Required Lenders Banks shall be permitted to make only one (1) a Special Redetermination of the Borrowing Base once in each Fiscal Year if (i) Required Banks have determined, in their sole discretion, that the discounted present value of the Borrowing Base Properties has decreased by twenty five percent (25%) or more since the effective date of the most recent Redetermination (and in making such determination, Banks may make such assumptions regarding appropriate existing and projected pricing for hydrocarbons and rates and quantities of future production of hydrocarbons as such Banks deem appropriate in their sole discretion), and (ii) either (A) a Borrowing Base Deficiency will exist after such Special Redetermination is made, or (B) the Borrowing Base in effect after such Special Redetermination is made will be at least twenty five percent (25%) less than the Borrowing Base in effect prior to such Redetermination. Any request by Required Banks pursuant to this Section 2.15(c)(ii3.3(a) in any calendar year (and no Special Redetermination shall in any case be made at the request of the Required Lenders prior to June 30, 2015) and the Borrower shall be permitted submitted to make only two Agent and Borrower. (2b) Special Redeterminations pursuant In addition to this Section 2.15(c) in any calendar year; providedScheduled Redeterminations, that in connection with a Material Acquisition, the Borrower shall be permitted to request an additional Special Redetermination. Any request for a Special Redetermination of the Borrowing Base once in each Fiscal Year. Such request shall be made pursuant submitted to a written notice Agent and Required Banks and at the time of such request Borrower shall (i) from make, or cause to be made, a Reserve Report available to Agent and the Administrative Agent to Banks for their review and inspection at Borrower's offices in Xxxx, California, and at the Borroweroffices of the Approved Petroleum Engineer, in respect of a Special Redetermination requested by the Required Lenders and (ii) from the Borrower deliver to the Administrative Agent, in respect of a Special Redetermination requested by the Borrower, and, in the case of a request by the Borrower, such notice shall be accompanied by Agent and each Bank a Reserve Report Summary and a notification Reserve Engineer's Letter prepared with respect to such Reserve Report. Together with such request, Borrower shall also notify each Bank of the Borrowing Base requested by the Borrower in connection with such Special Redetermination. ; (c) Any Special Redetermination shall be made by the Administrative Agent and the Lenders Banks in accordance with the procedures and standards set forth in Section 2.15(b). A 3.2; provided, that, no Reserve Report shall not Report, Reserve Summary or Reserve Engineer's Letter will be required to be made available or delivered to the Administrative Agent and the Lenders Banks in connection with any Special Redetermination Determination requested by the Required Lenders Banks pursuant to this Section 2.15(c); provided, however that in the absence of a current Reserve Report, the Administrative Agent may make adjustments to its analysis of the latest Reserve Report and the Borrowing Base in its sole discretionclause (a) above.