Common use of Uncommitted Facility Increase Clause in Contracts

Uncommitted Facility Increase. (i) The Administrative Borrower may, after the Effective Date, deliver to the Administrative Agent a request (an “Increase Request”) to increase the aggregate Commitments (any such increase being a “Facility Increase”), provided that (A) no more than two (2) Facility Increases shall be consummated pursuant to this Section 2.01(c) and the aggregate amount of all Facility Increases shall not exceed $20,000,000; (B) no Facilities Increase shall be effective later than one (1) year prior to the Maturity Date; (C) no Facility Increase shall be effective earlier than twenty (20) Business Days after the delivery of the Increase Request to the Administrative Agent; (D) the Rig Utilization Ratio, measured for the three-month period ending as of the last day of the most recently ended calendar month prior to delivery of the Increase Request, shall not be less than 80%; (E) both before and after giving effect to any such Facilities Increase, no Default or Event of Default shall have occurred and be continuing; (F) the average daily Availability for the immediately preceding ninety (90) day period is at least $6,000,000 and the Borrowers’ Availability after giving effect to such increase is at least $20,000,000; (G) any incremental Commitments provided pursuant to this Section 2.01(c) (the “Incremental Commitments”) shall have a termination date no earlier than the termination of the Availability Period for the existing Commitments; (H) if the Initial Yield applicable to any Incremental Commitments exceeds by more than 0.50% per annum the sum of the Applicable Margin then in effect for Eurodollar Loans plus one fourth of the Up-Front Fees paid in respect of the existing Commitments (the “Existing Yield”), then the Applicable Margin of the existing Loans shall increase by an amount equal to the difference between the Initial Yield and the Existing Yield; and (I) any collateral securing any such Incremental Commitments shall also secure all other Obligations on a pari passu basis. Nothing in this Agreement shall be construed to obligate any Agent or any Lender to participate in or arrange for any Facility Increase.

Uncommitted Facility Increase. (i) The Administrative Borrower may, after the Effective Date, deliver to the Administrative Agent a request (an “Increase Request”) to increase the aggregate Commitments (any such increase being a “Facility Increase”), provided that (A) no more than two (2) Facility Increases shall be consummated pursuant to this Section 2.01(c) and the aggregate amount of all Facility Increases shall not exceed $20,000,000; 25,000,000, (B) no Facilities Increase shall be effective later than one (1) year prior to the Maturity Date; (C) no Facility Increase shall be effective earlier than twenty (20) Business Days after the delivery of the Increase Request to the Administrative Agent; (D) the Rig Utilization Ratio, measured for the three-month period ending as of the last day of the most recently ended calendar month prior to delivery of the Increase Request, shall not be less than 80%; (E) both before and after giving effect to any such Facilities Increase, no Default or Event of Default shall have occurred and be continuing; (F) the average daily Availability for the immediately preceding ninety (90) day period is at least $6,000,000 15,000,000 and the Borrowers’ Availability after giving effect to such increase is at least $20,000,00035,000,000; (G) any incremental Commitments provided pursuant to this Section 2.01(c) (the “Incremental Commitments”) shall have a termination date no earlier than the termination of the Availability Period for the existing Commitments; (H) if the Initial Yield applicable to any Incremental Commitments exceeds by more than 0.50% per annum the sum of the Applicable Margin then in effect for Eurodollar Loans plus one fourth of the Up-Front Fees paid in respect of the existing Commitments (the “Existing Yield”), then the Applicable Margin of the existing Loans shall increase by an amount equal to the difference between the Initial Yield and the Existing Yield; (I) Administrative Borrower has delivered to the Administrative Agent a pro forma Compliance Certificate demonstrating that, upon giving effect to such Facility Increase on a Pro Forma Basis, the Loan Parties would be in compliance with the financial covenants set forth in Section 6.11 as of the most recent fiscal period for which the Borrowers have delivered financial statements pursuant to Section 5.01(a) or Section 5.01(c), as applicable and (IJ) upon the Administrative Agent’s written request (which may be made at its sole option), the financial covenants set forth in Section 6.11 shall be amended so as to reset such financial covenants at levels satisfactory to the Administrative Agent in light of the then financial plan and forecast for Borrowers as delivered pursuant to Section 5.01(f), which financial plan and forecast shall be updated at the Administrative Agent’s request if the most recently delivered financial plan and forecast does not reflect the occurrence the proposed Facility Increase (provided that for the avoidance of doubt, (x) the Administrative Agent shall not be required in any event to consent to any amendment to such financial covenants, including any amendment that would make such financial covenants less restrictive, and (y) any such amendment to make such financial covenants less restrictive shall require the consent of the Required Lenders at their sole option); and (K) any collateral securing any such Incremental Commitments shall also secure all other Obligations on a pari passu basis. Nothing in this Agreement shall be construed to obligate any Agent or any Lender to participate in or arrange for any Facility Increase.

Uncommitted Facility Increase. (i) The Administrative Borrower may, after the Effective Date, deliver to the Administrative Agent a request (an “Increase Request”) to increase the aggregate Commitments (any such increase being a “Facility Increase”), provided that (A) no more than two (2) Facility Increases shall be consummated pursuant to this Section 2.01(c) and the aggregate amount of all Facility Increases shall not exceed $20,000,000; 25,000,000, (B) no Facilities Increase shall be effective later than one (1) year prior to the Maturity Date; (C) no Facility Increase shall be effective earlier than twenty (20) Business Days after the delivery of the Increase Request to the Administrative Agent; (D) the Rig Utilization Ratio, measured for the three-month period ending as of the last day of the most recently ended calendar month prior to delivery of the Increase Request, shall not be less than 80%; (E) both before and after giving effect to any such Facilities Increase, no Default or Event of Default shall have occurred and be continuing; (F) the average daily Availability for the immediately preceding ninety (90) day period is at least $6,000,000 15,000,000 and the Borrowers’ Availability after giving effect to such increase is at least $20,000,00035,000,000; (G) any incremental Commitments provided pursuant to this Section 2.01(c) (the “Incremental Commitments”) shall have a termination date no earlier than the termination of the Availability Period for the existing Commitments; (H) if the Initial Yield applicable to any Incremental Commitments exceeds by more than 0.50% per annum the sum of the Applicable Margin then in effect for Eurodollar Loans plus one fourth of the Up-Front Fees paid in respect of the existing Commitments (the “Existing Yield”), then the Applicable Margin of the existing Loans shall Exhibit A to FirstFourth Amendment Conformed Amended and Restated Credit Agreement – Independence Contract Drilling #37466145 increase by an amount equal to the difference between the Initial Yield and the Existing Yield; (I) Administrative Borrower has delivered to the Administrative Agent a pro forma Compliance Certificate demonstrating that, upon giving effect to such Facility Increase on a Pro Forma Basis, the Loan Parties would be in compliance with the financial covenants set forth in Section 6.11 as of the most recent fiscal period for which the Borrowers have delivered financial statements pursuant to Section 5.01(a) or Section 5.01(c), as applicable and (IJ) upon the Administrative Agent’s written request (which may be made at its sole option), the financial covenants set forth in Section 6.11 shall be amended so as to reset such financial covenants at levels satisfactory to the Administrative Agent in light of the then financial plan and forecast for Borrowers as delivered pursuant to Section 5.01(f), which financial plan and forecast shall be updated at the Administrative Agent’s request if the most recently delivered financial plan and forecast does not reflect the occurrence the proposed Facility Increase (provided that for the avoidance of doubt, (x) the Administrative Agent shall not be required in any event to consent to any amendment to such financial covenants, including any amendment that would make such financial covenants less restrictive, and (y) any such amendment to make such financial covenants less restrictive shall require the consent of the Required Lenders at their sole option); and (K) any collateral securing any such Incremental Commitments shall also secure all other Obligations on a pari passu basis. Nothing in this Agreement shall be construed to obligate any Agent or any Lender to participate in or arrange for any Facility Increase.

Uncommitted Facility Increase. (i) The Administrative Borrower may, after the Effective Date, deliver to the Administrative Agent a request (an “Increase Request”) to increase the aggregate Commitments (any such increase being a “Facility Increase”), provided that (A) no more than two (2) Facility Increases shall be consummated pursuant to this Section 2.01(c) and the aggregate amount of all Facility Increases shall not exceed $20,000,000; 65,000,000, (B) no Facilities Increase shall be effective later than one (1) year prior to the Maturity Date; (C) no Facility Increase shall be effective earlier than twenty (20) Business Days after the delivery of the Increase Request to the Administrative Agent; (D) the Rig Utilization Ratio, measured for the three-month period ending as of the last day of the most recently ended calendar month prior to delivery of the Increase Request, shall not be less than 80%; (E) both before and after giving effect to any such Facilities Increase, no Default or Event of Default shall have occurred and be continuing; (F) the average daily Availability for the immediately preceding ninety (90) day period is at least $6,000,000 15,000,000 and the Borrowers’ Availability after giving effect to such increase is at least $20,000,00035,000,000; (G) any incremental Commitments provided pursuant to this Section 2.01(c) (the “Incremental Commitments”) shall have a termination date no earlier than the termination of the Availability Period for the existing Commitments; (H) if the Initial Yield applicable to any Incremental Commitments exceeds by more than 0.50% per annum the sum of the Applicable Margin then in effect for Eurodollar Loans plus one fourth of the Up-Front Fees paid in respect of the existing Commitments (the “Existing Yield”), then the Applicable Margin of the existing Loans shall increase by an amount equal to the difference between the Initial Yield and the Existing Yield; and (I) any collateral securing any such Incremental Commitments shall also secure all other Obligations on a pari passu basis. Nothing in this Agreement shall be construed to obligate any Agent or any Lender to participate in or arrange for any Facility Increase.Availability

Uncommitted Facility Increase. (i) The Administrative Borrower may, after the Effective Date, deliver to the Administrative Agent a request (an “Increase Request”) to increase the aggregate Commitments (any such increase being a “Facility Increase”), provided that (A) no more than two (2) Facility Increases shall be consummated pursuant to this Section 2.01(c) and the aggregate amount of all Facility Increases shall not exceed $20,000,00020,000,00025,000,000; (B) no Facilities Increase shall be effective later than one (1) year prior to the Maturity Date; (C) no Facility Increase shall be effective earlier than twenty (20) Business Days after the delivery of the Increase Request to the Administrative Agent; (D) the Rig Utilization Ratio, measured for the three-month period ending as of the last day of the most recently ended calendar month prior to delivery of the Increase Request, shall not be less than 80%; (E) both before and after giving effect to any such Facilities Increase, no Default or Event of Default shall have occurred and be continuing; (F) the average daily Availability for the immediately preceding ninety (90) day period is at least $6,000,000 6,000,00010,000,000 and the Borrowers’ Availability after giving effect to such increase is at least $20,000,000; (G) any incremental Commitments provided pursuant to this Section 2.01(c) (the “Incremental Commitments”) shall have a termination date no earlier than the termination of the Availability Period for the existing Commitments; (H) if the Initial Yield applicable to any Incremental Commitments exceeds by more than 0.50% per annum the sum of the Applicable Margin then in effect for Eurodollar Loans plus one fourth of the Up-Front Fees paid in respect of the existing Commitments (the “Existing Yield”), then the Applicable Margin of the existing Loans shall increase by an amount equal to the difference between the Initial Yield and the Existing Yield; and (II(I) the Junior Capital Event shall have occurred; (J) upon the Administrative Agent’s written request (which may be made at its sole option), the financial covenants set forth in Section 6.11 shall be amended so as to reset such financial covenants at levels satisfactory to the Administrative Agent in light of the then financial plan and forecast for Borrowers as delivered pursuant to Section 5.01(f), which financial plan and forecast shall be updated at the Administrative Agent’s request if the most recently delivered financial plan and forecast does not reflect the occurrence the proposed Facility Increase (provided that for the avoidance of doubt, (x) the Administrative Agent shall not be required in any event to consent to any amendment to such financial covenants, including any amendment that would make such financial covenants less restrictive, (y) any such amendment to make such financial covenants less restrictive shall require the consent of the Required Lenders at their sole option, and (z) the Administrative Agent’s right to require an amendment pursuant to this clause (J) shall be in addition to the similar right (including any exercise of such right) in connection with the Junior Capital Event); and (K) any collateral securing any such Incremental Commitments shall also secure all other Obligations on a pari passu basis. Nothing in this Agreement shall be construed to obligate any Agent or any Lender to participate in or arrange for any Facility Increase.

Uncommitted Facility Increase. (i) The Administrative Borrower may, after the Effective Date, deliver to the Administrative Agent a request (an “Increase Request”) to increase the aggregate Commitments (any such increase being a “Facility Increase”), provided that (A) no more than two (2) Facility Increases shall be consummated pursuant to this Section 2.01(c) and the aggregate amount of all Facility Increases shall not exceed $20,000,000; 25,000,000, (B) no Facilities Increase shall be effective later than one (1) year prior to the Maturity Date; (C) no Facility Increase shall be effective earlier than twenty (20) Business Days after the delivery of the Increase Request to the Administrative Agent; (D) the Rig Utilization Ratio, measured for the three-month period ending as of the last day of the most recently ended calendar month prior to delivery of the Increase Request, shall not be less than 80%; (E) both before and after giving effect to any such Facilities Amended and Restated Credit Agreement – Independence Contract Drilling #33621191 Increase, no Default or Event of Default shall have occurred and be continuing; (F) the average daily Availability for the immediately preceding ninety (90) day period is at least $6,000,000 15,000,000 and the Borrowers’ Availability after giving effect to such increase is at least $20,000,00035,000,000; (G) any incremental Commitments provided pursuant to this Section 2.01(c) (the “Incremental Commitments”) shall have a termination date no earlier than the termination of the Availability Period for the existing Commitments; (H) if the Initial Yield applicable to any Incremental Commitments exceeds by more than 0.50% per annum the sum of the Applicable Margin then in effect for Eurodollar Loans plus one fourth of the Up-Front Fees paid in respect of the existing Commitments (the “Existing Yield”), then the Applicable Margin of the existing Loans shall increase by an amount equal to the difference between the Initial Yield and the Existing Yield; (I) Administrative Borrower has delivered to the Administrative Agent a pro forma Compliance Certificate demonstrating that, upon giving effect to such Facility Increase on a Pro Forma Basis, the Loan Parties would be in compliance with the financial covenants set forth in Section 6.11 as of the most recent fiscal period for which the Borrowers have delivered financial statements pursuant to Section 5.01(a) or Section 5.01(c), as applicable and (IJ) upon the Administrative Agent’s written request (which may be made at its sole option), the financial covenants set forth in Section 6.11 shall be amended so as to reset such financial covenants at levels satisfactory to the Administrative Agent in light of the then financial plan and forecast for Borrowers as delivered pursuant to Section 5.01(f), which financial plan and forecast shall be updated at the Administrative Agent’s request if the most recently delivered financial plan and forecast does not reflect the occurrence the proposed Facility Increase (provided that for the avoidance of doubt, (x) the Administrative Agent shall not be required in any event to consent to any amendment to such financial covenants, including any amendment that would make such financial covenants less restrictive, and (y) any such amendment to make such financial covenants less restrictive shall require the consent of the Required Lenders at their sole option); and (K) any collateral securing any such Incremental Commitments shall also secure all other Obligations on a pari passu basis. Nothing in this Agreement shall be construed to obligate any Agent or any Lender to participate in or arrange for any Facility Increase.