Swap Agreement Termination. The Borrower shall, and shall require its Subsidiaries to, maintain the hedged positions established pursuant to Swap Agreements used to calculate the then effective Borrowing Base and shall, and shall require its Subsidiaries to, neither assign, terminate or unwind any such Swap Agreements nor sell any such Swap Agreements if the effect of such action (when taken together with any other Swap Agreements executed contemporaneously with the taking of such action) would have the effect of reducing the economic value supporting the Borrowing Base; provided that notwithstanding the foregoing, the Borrower may, and may permit its Subsidiaries to, assign, terminate or unwind Swap Agreements with the effect of reducing the economic value supporting the Borrowing Base if it provides not less than 10 Business Days prior written notice of such intent to the Administrative Agent and the Lenders, and concurrently with such notice the Majority Lenders shall have the right to adjust the Borrowing Base in accordance with Section 2.07(e).
Swap Agreement Termination. Except upon the terms provided under Section 2.07(c), the Borrower shall maintain the hedged positions established pursuant to Swap Agreements used to calculate the then effective Borrowing Base and, except as may result from terminations, the creating of offsetting positions or the unwinding of Swap Agreements as contemplated by Section 9.18(a)(v), shall neither assign, terminate or unwind any such Swap Agreements nor sell any Swap Agreements if the effect of such action (when taken together with any other Swap Agreements executed contemporaneously with the taking of such action) would have the effect of canceling its positions under such Swap Agreements; provided that notwithstanding the foregoing, the Borrower may assign, terminate or unwind Swap Agreements with the effect of canceling its position if it provides not less than 10 Business Days prior written notice of such intent to the Administrative Agent and the Lenders, and concurrently with such notice the Super-Majority Lenders shall have the right to adjust the Borrowing Base by giving written notice to the Borrower to reflect the effect on the Borrowing Base of such action; provided further that notwithstanding the foregoing, the Borrower may assign, terminate or unwind such Swap Agreements during any period between two successive Scheduled Redetermination Dates to the extent that the sum of the Swap Termination Value and the fair marketEngineered vValue of any sales or dispositions of Oil and Gas Properties pursuant to Section 9.12(d)(iii) during such period will not exceed 5% of the then effective Borrowing Base without the consent of the Administrative Agent or the Lenders.
Swap Agreement Termination. The Parent Guarantor and Borrower shall maintain the hedged positions established pursuant to Swap Agreements used to calculate the then effective Borrowing Base and shall neither assign, terminate or unwind any such Swap Agreements nor sell any Swap Agreements if the effect of such action (when taken together with any other Swap Agreements executed contemporaneously with the taking of such action) would have the effect of canceling its positions under such Swap Agreements; provided that notwithstanding the foregoing, the Parent Guarantor and the Borrower may assign, terminate or unwind Swap Agreements with the effect of canceling its position if it provides not less than ten Business Days prior written notice of such intent to the Administrative Agent and the Lenders, and concurrently with such notice the Required Lenders shall have the right to adjust the Borrowing Base in accordance with Section 2.07(e).
Swap Agreement Termination. To the extent that, during any period between two successive regularly scheduled Redetermination Dates, (a) the Parent, the Borrower or any Restricted Subsidiary changes the material terms of any commodity-price Swap Agreement, terminates any such Swap Agreement or enters into a new commodity-price Swap Agreement that has the effect of creating an off-setting position and the product of (i) the amount of the decrease in the notional volumes covered by such Swap Agreement times (ii) the excess of (x) the strike or fixed rate payor price over (y) the “price deck” used in calculating the Borrowing Base then in effect, when aggregated with (A) the value attributed to all title defects with respect to Borrowing Base Properties identified during such period and (B) the Fair Market Value assigned to any Oil and Gas Properties (or Restricted Subsidiaries owning Oil and Gas Properties) by the Required Lenders in good faith in determining the Borrowing Base then in effect that have been sold, transferred, assigned or conveyed pursuant to Section 6.13 during such period, exceeds five percent (5%) of the Borrowing Base then in effect, the Parent or the Borrower will give the Administrative Agent and the Lenders prompt written notice of such event and the Administrative Agent and the Required Lenders shall have the right to reduce the Borrowing Base in accordance with Section 2.04 promptly following receipt of such notice.
Swap Agreement Termination. To the extent the Borrower or a Subsidiary changes the material terms of any Swap Agreement, terminates any such Swap Agreement or enters into a new Swap Agreement which has the effect of creating an off-setting position, the Borrower will give the Lenders prompt written notice of such event if, with respect to any commodity-price Swap Agreement, the product of (a) the notional volumes of such commodity-price Swap Agreement times (b) the excess of (i) the strike or fixed rate payor price over (ii) the “price deck” used in calculating the Borrowing Base for the relevant commodities, exceeds in the aggregate during such period the lesser of (y) $50,000,000 or (z) 3% of the then effective Borrowing Base, and concurrently with such notice the Required Lenders shall have the right to adjust the Borrowing Base in accordance with Section 2.07(f).
Swap Agreement Termination. To the extent the Borrower or a Restricted Subsidiary changes the material terms of any commodity-price Swap Agreement to which it is a party, terminates any such Swap Agreement or enters into a new Swap Agreement which has the effect of creating an off-setting position under any such Swap Agreement and the product of (a) the net decrease in notional volumes of Hydrocarbons hedged as a result thereof, times (b) the excess of (i) the strike or fixed rate payor price over (ii) the “price deck” used in calculating the Borrowing Base for the relevant commodity, exceeds in the aggregate during such any period between consecutive Scheduled Redeterminations the lesser of (y) $15,000,000 and (z) 3% of the then-effective Borrowing Base, the Borrower will give the Lenders prompt written notice of such event and, concurrently with such notice, the Required Lenders shall have the right to adjust the Borrowing Base in accordance with Section 2.07(f).
Swap Agreement Termination. (a) To the extent the Borrower or a Subsidiary changes the material terms of any Swap Agreement, terminates any such Swap Agreement or enters into a new Swap Agreement which has the effect of creating an off-setting position, the Borrower will give the Lenders prompt written notice of such event and concurrently with such notice the Majority Lenders shall have the right to adjust the Borrowing Base in accordance with Section 2.07(e).
Swap Agreement Termination. The Borrower shall, and shall require its Subsidiaries to, maintain the hedged positions established pursuant to Swap Agreements used to calculate the then effective Borrowing Base and the Borrower shall, and shall require its Subsidiaries to, neither assign, terminate or unwind any such Swap Agreements nor sell any such Swap Agreements if the effect of such action (when taken together with any other Swap Agreements executed contemporaneously with the taking of such action) would have the effect of reducing the economic value supporting the Borrowing Base; provided that notwithstanding the foregoing or anything in this Agreement or any Secured Swap Agreement to the contrary, the Borrower shall, and shall cause its Subsidiaries to, close-out and terminate prior to the scheduled termination date thereof all Secured Swap Agreements consensually with any Secured Swap Party requesting (with notice to the Administrative Agent) such a close-out and early termination at least three (3) Business Days prior to the Maturity Date, so long as all Cash Receipts and any other proceeds of such early termination shall be immediately and concurrently (but in no event later than May 31, 2019): (i) deposited into a Deposit Account, (ii) 75% of such Cash Receipts and any other proceeds will be used to immediately repay the Loans (which amount may not be reborrowed) and (iii) the Borrowing Base shall be adjusted in accordance with Section 2.07(e).”
Swap Agreement Termination. The Borrower shall maintain the hedged position established pursuant to Section 8.16 during the period specified therein and shall neither assign, terminate or unwind any such Swap Agreements nor sell any Swap Agreements if the effect of such action (when taken together with any other Swap Agreements executed contemporaneously with the taking of such action) would have the effect of canceling its positions under such Swap Agreements required by Section 8.16; provided, however, that the foregoing shall not prevent the Borrower from in effect canceling its position under any specific Swap Agreement if the remaining Swap Agreements hedge, in the aggregate, notional volumes of not less than the amount required by this Agreement.
Swap Agreement Termination. To the extent that, during any period between two successive regularly scheduled Redetermination Dates, the Parent, the Borrower or any Restricted Subsidiary changes the material terms of any commodity-price Swap Agreement, terminates any such Swap Agreement or enters into a new commodity-price Swap Agreement that has the effect of creating an off-setting position (including pursuant to Section 6.05(b)) and the product of (i) the amount of the decrease in the notional volumes covered by such Swap Agreement times (ii) the excess of (x) the strike or fixed rate payor price over (y) the “price deck” used in calculating the Borrowing Base then in effect, when aggregated with (A) the value attributed to all title defects with respect to Borrowing Base Properties identified during such period and (B) the Fair Market Value assigned to any Oil and Gas Properties (or Restricted Subsidiaries owning Oil and Gas Properties) by the Required Lenders in good faith in determining the Borrowing Base then in effect that have been sold, transferred, assigned or conveyed pursuant to Section 6.13 during such period, exceeds five percent (5%) of the Borrowing Base then in effect, the Parent or the Borrower will give the Administrative Agent and the Lenders prompt written notice of such event and the Administrative Agent and the Required Lenders shall have the right to reduce the Borrowing Base in accordance with Section 2.04 promptly following receipt of such notice.
