Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,000. (b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount at any time and from time to time. (c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the Lenders, the Agent shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Base. (d) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Lenders. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 2 contracts
Sources: Credit Agreement (Middle Bay Oil Co Inc), Credit Agreement (Middle Bay Oil Co Inc)
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date Date, is acknowledged by the Borrower and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,00072,000,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other relevant information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four two such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice once in any three-two- month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Required Lenders may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced each calendar month at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the Lenders, the Agent shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount monthly amount by which the Borrowing Base shall be reduced so communicated to the Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of monthly amount by which the Borrowing BaseBase shall be reduced.
(d) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Lenders. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. .
(e) The Borrowing Base shall may be determined decreased by the Borrower by giving the Agent written notice of the amount of the decrease and the resulting Borrowing Base. The Borrower may then only borrow up to the amount of the decreased Borrowing Base and if any future increase in the sole discretion of Borrowing Base is required the Lenders Borrower shall furnish the Agent with the information requested by using the Lenders' then current engineering Agreement as set forth in (b) above and credit standardspay all fees required by increasing the Borrowing Base.”
Appears in 1 contract
Sources: Credit Agreement (Primeenergy Corp)
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date Date, is acknowledged by the Borrower and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,00021,000,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other relevant information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice once in any threetwo-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced each calendar month as set forth in Section 2.9(a) at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the Lenders, the Agent shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount monthly amount by which the Borrowing Base shall be reduced so communicated to the Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of monthly amount by which the Borrowing BaseBase shall be reduced.
(d) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Lenders. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 1 contract
Sources: Credit Agreement (Primeenergy Corp)
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date ----------------------------- November 1, 1998 is acknowledged by the Borrower and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date43,000,000. Commencing on May as of February 1, 1998, 1999 and continuing thereafter on the first day of each calendar month until through the earlier next Borrowing Base Determination which is scheduled for May 1, 1999, the amount of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount Borrowing Base shall be reduced by $275,000450,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other relevant information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice once in any threetwo-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced each calendar month as set forth in Section 2.9 (a) at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the Lenders, the Agent shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount monthly amount by which the Borrowing Base shall be reduced so communicated to the Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of monthly amount by which the Borrowing BaseBase shall be reduced.
(d) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Lenders. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower Borrower, the Agent and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,00025,000,000.00.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined by the Agent semi-annually by unanimous consent through the Termination Date, within ninety (90) days after each December 31 and June 30, with the first such Borrowing Base redetermination under this Agreement to be made on or before March 31, 2002, for the Mineral Interests as of the Lenders beginning October 1December 31, 19982001, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, the Reserve Reports, and all other information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for aboveavailable. Notwithstanding the foregoing, the Lenders Agent may at their its discretion (and by unanimous consent redetermine at the request of the determining Lenders shall) make redeterminations of the Borrowing Base upon the occurrence of any sale, transfer, release or other disposition or loss or relinquishment of any Collateral having an aggregate value for all such sales or dispositions since the most recent determination of the Borrowing Base hereunder which exceeds $2,500,000, provided, that nothing in this provision shall be deemed to authorize any sale of any property prohibited pursuant to this agreement or any other Loan Document. In addition to the determinations of the Borrowing Base required pursuant to this Section 2.6(b) hereof, one additional special determination thereof may be requested during any calendar year by either Borrower or the Determining Lenders. Upon any such special determination of the Borrowing Base, if requested by Agent, Borrower shall submit both (i) a current report of a firm of independent petroleum engineers acceptable to Agent, prepared in accordance with customary standards and procedures of the Scheduled Reduction Amount at any time petroleum industry which report shall (A) evaluate the Mineral Interests subject to such redetermination (in the same manner as provided in this Section 2.6 for other such redeterminations) and from time (B) be dated within sixty (60) days of such requested redetermination, and (ii) title opinions, environmental reports and other information reasonably requested by and in form and substance acceptable to timeAgent, for those additional Mineral Interests which Borrower desires to be considered within the Borrowing Base. Adjustments to the Borrowing Base based upon the addition of Mineral Interests shall not be effective prior to the date of filing and recording of such Collateral Documents as required by Agent.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the Lendersredetermination, the Agent shall notify each Lender of its recommendation for such redetermined Borrowing Base and the Lenders shall have ten (10) Business Days to approve or reject such recommendation by written notice to Agent. The proposed Borrowing Base must be approved by the Determining Lenders; provided, however, that no proposed increase in the Borrowing Base shall be effective unless approved by all of the Lenders. In the event that the Determining Lenders or all of the Lenders, as applicable, cannot agree as to the amount of the redetermined Borrowing Base, the Borrowing Base shall be and be deemed to be the lowest amount determined by any Lender. The Agent shall notify the Borrower orally verbally (confirming such notice promptly in writing) of such determinationdetermination by the Lenders, and the Borrowing Base and so communicated to the Scheduled Reduction Amount Borrower shall become effective upon such written verbal notification and shall remain in effect until the next subsequent determination of Borrowing Base redetermination in accordance with the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Baseterms hereof.
(d) The Borrowing Base shall represent the determination by Agent and the Lenders, in their sole discretion and in accordance with the applicable definitions their standard engineering and provisions herein contained lending policies and their practices customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil which Borrower acknowledges may require new and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the independent credit approval process of the Lendersapprovals by each Lender. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower Borrower, the Agent and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date32,400,000. Commencing on May 110, 1998, 2008 and continuing thereafter on the first tenth day of each calendar month until the earlier of the date such amount is redetermined or through the Commitment Termination Date, the Scheduled amount of the Borrowing Base shall be reduced by the Monthly Commitment Reduction Amount, which Monthly Commitment Reduction Amount shall as of the Closing Date is acknowledged by the Borrower and the Agent to be $275,0001,500,000.
(b) The Borrowing Base and the Scheduled Monthly Commitment Reduction Amount shall be redetermined by the Agent on October 1, 2008 and thereafter semi-annually by unanimous consent of (on each April 1 and October 1 prior to the Lenders beginning October 1, 1998, Commitment Termination Date) on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, including Reserve Reports, and all other relevant information available to the Agent and the Lenders. In addition, the Lenders Agent shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing BaseBase and the Monthly Commitment Reduction Amount; provided, however, the Lenders Agent shall not be obligated to respond to more than four two such requests during in any calendar year, and in no event shall . The Borrower may make additional requests for which agreement will not be unreasonably withheld by the Lenders be required to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for aboveAgent. Notwithstanding the foregoing, the Lenders Agent may at their its discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Monthly Commitment Reduction Amount at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Monthly Commitment Reduction Amount by the LendersAmount, the Agent shall notify the Borrower orally (confirming such notice promptly in writing) of such determinationdeterminations, and the Borrowing Base and amounts so communicated to the Scheduled Reduction Amount Borrower shall become effective upon such written oral notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Basesuch amounts.
(d) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Lenders. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base .
(e) Notwithstanding any other provision of this Section 2.9, the Borrower shall be determined entitled, by written request of the Borrower to the Agent at any time (any such request being irrevocable, absent written agreement of the Agent and the Required Lenders with respect to any subsequently requested increase in the sole discretion Borrowing Base, which written agreement may be expressly conditioned on the payment of a fee by the Borrower to the Agent, for the account of the Lenders by using Lenders) to a reduction in the Lenders' then current engineering and credit standardsBorrowing Base.
Appears in 1 contract
Sources: Credit Agreement (Primeenergy Corp)
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged agreed by the Borrower Borrowers and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,000105,000,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined by the Agent, with the consent of the Lenders, semi-annually by unanimous consent of the Lenders beginning October 1commencing June 30, 1998, 1997 on the basis of information supplied by the Borrower Borrowers in compliance with the provisions of this Agreement, including, without limitation, including Reserve Reports, and all other information available to the Agent and the Lenders. In addition, the Lenders Agent, with the consent of the Lenders, shall, in the normal course of business following a request of the BorrowerBorrowers, redetermine the Borrowing Base; provided, however, the Agent and the Lenders shall not be obligated to respond to more than four two (2) such requests during any calendar year, and year in no event shall the Lenders be required addition to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders Agent, with the consent of the Lenders, may at their its discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount at any time and from time to time.
(c) Each determination of the Borrowing Base shall be made within forty-five (45) days of the Agent's receiving all of the information required under this Agreement in connection therewith. Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersBase, the Agent shall promptly, and in all events within such 45 days, notify the Borrower Borrowers orally (confirming such notice promptly in writing) of such determination, determination and the Borrowing Base and so communicated to the Scheduled Reduction Amount Borrowers shall become effective upon such written oral notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Base.
(d) In connection with any redetermination of the Borrowing Base, the Agent and each Lender shall evaluate the Mortgaged Properties in accordance with their then existing customary lending procedures for evaluating oil and gas reserves and related assets for loans of this type and borrowers similarly situated. The Borrowing Base shall represent the determination by the LendersAgent based upon such evaluation by the Agent, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans consent of this naturethe Lenders, of the value, value for loan purposes, purposes of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process processes of the Lenders then in effect for loans of this type and borrowers similarly situated. In the event that a group of Lenders constituting at least the Required Lenders are in agreement as to the amount of any Borrowing Base redetermination but such amount is not approved unanimously by all of the Lenders, then the Borrowing Base shall be the amount as determined by such Required Lenders for a period of 60 days from the date of notification of such Borrowing Base to the Borrowers pursuant to Section 2.12(c). During such 60 day period or at any time thereafter, the Borrowers may, at their election, terminate the Commitments of such dissenting Lenders pursuant to the procedures set forth in Section 2.25. At the end of such 60 day period, the Borrowing Base shall be an amount agreed to by the Agent and all of the Lenders. Furthermore, subject to the customary lending procedures and credit approval processes referred to in the preceding sentence, each Borrower acknowledges that the Agent and the Lenders have no obligation to increase the Borrowing Base and may reduce the Borrowing Base, in either case, at any time or as a result of any circumstance, and further acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the each Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 1 contract
Sources: Credit Agreement (KCS Energy Inc)
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower and the Lenders Lender to be $29,000,000 0 for Facility A, $18,500,000 for Facility B and shall reduce to a level $5,000,000 for Facility C. The Facility A Borrowing Base will be comprised of $27,500,000 within ten days Borrower’s proved developed producing properties. The Facility B Borrowing Base will be comprised of Borrower’s proved developed shut-in properties. The Facility C Borrowing Base will be comprised of Borrower’s 20% general partner interest in FWOE Partners L.P. Notwithstanding the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Dateforegoing, the Scheduled Reduction Amount shall be maximum aggregate Borrowing Base for Facility A, B and C may never exceed $275,00080,000,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other relevant information available to the Lenders. In addition, the Lenders Agent shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to no more than four ten such requests during any 2006 and two such requests in each subsequent calendar year, and in no event shall . The Borrower may make additional requests for which agreement will not be unreasonably withheld by the Lenders be required to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for aboveLenders. Notwithstanding the foregoing, the Lenders may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount as set forth in Section 2.9(a) at any time and from time to time.
(c) The Borrowing Base for Facility A shall be activated and redetermined following the completion of facilities and pipeline and R▇▇▇▇ ▇▇▇▇▇ Company classification of the reserves of the successful w▇▇▇▇ in each Project Field as proved developed producing. The Borrowing Base for Facility B will be redetermined following the completion, testing and R▇▇▇▇ ▇▇▇▇▇ Company classification of the reserves of each of the successful w▇▇▇▇ in each Project Field as proved developed shut-in. The Borrowing Base for Facility C will be redetermined each time Facility A or Facility B is redetermined.
(d) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the Lenders, the Agent shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and so communicated to the Scheduled Reduction Amount Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of monthly amount by which the Borrowing BaseBase shall be reduced.
(de) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Lenders. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 1 contract
Sources: Credit Agreement (Primeenergy Corp)
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower and the Lenders Lender to be $29,000,000 and shall reduce to a level 7,940,000, which consists of $27,500,000 within ten days 5,250,000 attributable to the Borrowing Base Oil and Gas Properties and $2,940,000 attributable to the Borrowing Base Accounts. The amount of the Closing Date. Commencing on May 1, 1998, Borrowing Base attributable to the Borrowing Base Oil and continuing thereafter Gas Properties (as adjusted from time to time under the terms of this Agreement) shall be reduced by $25,000 on the first last day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Datebeginning December 31, the Scheduled Reduction Amount shall be $275,0002004.
(b) The Borrowing Base attributable to the Borrowing Base Oil and the Scheduled Reduction Amount Gas Properties shall be redetermined semi-annually by unanimous consent of the Lenders beginning October April 1, 19982005, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the LendersLender. In addition, the Lenders Lender shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing BaseBase attributable to the Borrowing Base Oil and Gas Properties; provided, however, the Lenders Lender shall not be obligated to respond to more than four two such requests during any calendar year, and in no event shall the Lenders Lender be required to redetermine the Borrowing Base attributable to the Borrowing Base Oil and Gas Properties more than twice once in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders Lender may at their its discretion and by unanimous consent redetermine the Borrowing Base attributable to the Borrowing Base Oil and Gas Properties and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced each calendar month as set forth in Section 2.7(a) at any time and from time to time.
(c) The Borrowing Base attributable to the Borrowing Base Accounts shall be redetermined monthly beginning January 1, 2005, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, the Borrowing Base Certificate in the form attached hereto as Exhibit VI, and all other information available to the Lender. Borrower shall deliver the Borrowing Base Certificate on or before the 15th of each month beginning December, 2004. Notwithstanding the foregoing, the Lender may at its discretion redetermine the Borrowing Base attributable to the Borrowing Base Accounts at any time and from time to time.
(d) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersLender, the Agent Lender shall notify the Borrower orally (confirming such notice promptly in writing) writing of such determination, and the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced or increased so communicated to the Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of amount by which the Borrowing BaseBase shall be reduced.
(de) The Borrowing Base shall represent the determination by the LendersLender, in accordance with the applicable definitions and provisions herein contained and their its customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged PropertiesBorrowing Base Assets, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the LendersLender. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value)cushion, which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standardsLender.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower and the Lenders Lender to be $29,000,000 and shall reduce 5,000,000. There will be no monthly Borrowing Base reductions prior to a level the first scheduled Borrowing Base re-determination which is as of $27,500,000 within ten days of the Closing Date. Commencing on May March 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,0002001.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the LendersLender. In addition, the Lenders Lender shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders Lender shall not be obligated to respond to more than four two such requests during any calendar year, and in no event shall the Lenders Lender be required to redetermine the Borrowing Base more than twice once in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders Lender may at their its discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced each calendar month as set forth in Section 2.7(a) at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersLender, the Agent Lender shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced or increased so communicated to the Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of amount by which the Borrowing BaseBase shall be reduced.
(d) The Borrowing Base shall represent the determination by the LendersLender, in accordance with the applicable definitions and provisions herein contained and their its customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders Properties, subject, in the case of any increase in the Borrowing Base, to the credit approval process of the LendersLender. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standardsLender.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of December 31, 2003, and the Closing Date is acknowledged by the Borrower and the Lenders Lender to be $29,000,000 975,000.00 unless and shall reduce to a level of $27,500,000 within ten days until the Borrowing Base has been redetermined. As of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on Date there is no availability under the first day Line of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,000Credit Facility.
(b) The Lender may elect to redetermine the Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the Lendersat any time. In addition, the Lenders shallBorrower, in at its discretion, may request an additional redetermination once during each calendar year. The Borrowing Base shall reduce monthly by an amount based on the normal course of business following a request Lender's determination of the Borrower, redetermine then current engineering and commodity information relevant to the Borrowing Base; provided, however, Oil and Gas Properties. The amount of monthly reduction shall be determined by the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled Lender at least semi-annual redetermination provided for above. Notwithstanding annually or such more frequent period as the foregoing, the Lenders Lender may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount at any time and from time to timereasonably determine is necessary.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersBase, the Agent Lender shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and so communicated to the Scheduled Reduction Amount Borrower shall become effective upon such written oral notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Base.
(d) The Borrowing Base shall represent the determination by of the LendersLender (acting in its sole discretion), in accordance with its then current procedures for evaluating oil and gas reserves and other related assets at the applicable definitions and provisions herein contained and their customary lending practices for loans time of this naturedetermination, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process processes of the LendersLender. In determining the Borrowing Base, the Lender may consider such credit factors (including the assets, liabilities, cash flow, price exposure, business, properties, prospects, management and ownership of Borrower) as Lender in its sole discretion may deem significant. Furthermore, the Borrower acknowledges that the Lender has no obligation to increase the Borrowing Base and may reduce the Borrowing Base, in either case, as a result of any circumstance and further acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the LendersLender. The Lender shall provide Borrower a copy of its Borrowing Base shall be determined in the sole discretion calculation upon request of the Lenders by using the Lenders' then current engineering and credit standardsBorrower.
Appears in 1 contract
Sources: Credit Agreement (International PetroReal Oil CORP)
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower Borrowers and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days 300,000,000, effective until the next subsequent determination of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,000Borrowing Base pursuant to this Section.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous the Administrative Agent with the consent of the Required Lenders beginning October on or about each May 1 and November 1, 1998beginning May 1, 2011, during the term hereof on the basis of information supplied by the Borrower Borrowers in compliance with the provisions of this Agreement, including, without limitation, including Reserve Reports, and all other information available to the Lenders. The Borrowers shall have the collective right to request one unscheduled determination of the Borrowing Base between each scheduled Borrowing Base determination. In addition, the Lenders shall, in Administrative Agent with the normal course of business following a request consent of the Borrower, redetermine the Borrowing Base; provided, however, the Required Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine may make one unscheduled determination of the Borrowing Base more than twice in any three-month period, including, without limitation, between each scheduled semi-annual redetermination provided for aboveBorrowing Base determination. Notwithstanding the foregoing, the Lenders may at their discretion time periods provided for in this Section are provided as guidelines only and by unanimous consent the failure to redetermine the Borrowing Base within those established periods shall not affect the right of the Administrative Agent and the Scheduled Reduction Amount at any time and from time Lenders to timeredetermine the Borrowing Base as provided herein.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersBase, the Administrative Agent shall notify the Borrower Borrowers orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and so communicated to the Scheduled Reduction Amount Borrowers shall become effective upon such written oral notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Base.
(d) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained and their customary lending practices procedures for loans evaluating oil and gas reserves and other related assets at the time of this naturedetermination, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders Borrowers and the Guarantors located in the United States, subject, in the case of any increase in the Borrowing Base, to the credit approval process processes of the Lenders. Furthermore, the Borrower acknowledges Borrowers acknowledge that the Lenders have no obligation to increase the Borrowing Base and further acknowledge that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower Borrowers to be essential for the adequate protection of the Lenders. The Administrative Agent and the Lenders have no obligation to agree upon or determine the Borrowing Base at any particular amount, whether in relation to the Maximum Facility Amount or otherwise. In the event the Required Lenders cannot agree on the Borrowing Base, the Borrowing Base shall be set on the basis of the weighted (based on the Percentage Share of each Lender) arithmetic average of the Borrowing Base as determined by each individual Lender. However, the amount of the Borrowing Base cannot be increased at any time without consent of 100% of the Lenders.
(e) In connection with any sale or other transfer by any Borrower or any Guarantor of Oil and Gas Properties which are included in the sole discretion calculation of the Borrowing Base pursuant to Section 6.4, the Borrowing Base shall be automatically reduced by an amount equal to 100% of the Release Price of the sold properties. The term "Release Price" means the price determined by the Required Lenders in their discretion based upon the loan value of the Oil and Gas Properties being sold by the applicable Borrower or Guarantor that the Required Lenders in their discretion (using such methodology, assumptions and discount rates as such Lenders customarily use in assigning loan value to Oil and Gas Properties) assign to such Oil and Gas Properties as of the Lenders' then current engineering time in question. In the event the Required Lenders cannot agree on the Release Price, the Release Price shall be set on the basis of the weighted (based on the Percentage Share of each Lender) arithmetic average of the Release Price as determined by each individual Lender. To assist the Required Lenders in making a redetermination of the Release Price in connection with any sale or other transfer of Oil and credit standardsGas Properties by the applicable Borrower or Guarantor pursuant to Section 6.4, the applicable Borrower or Guarantor shall furnish to the Administrative Agent, prior to any such sale or other transfer of Oil and Gas Properties, a breakout from the most recent Reserve Report provided to the Lenders showing the value given to such Oil and Gas Properties being sold or transferred, together with any and all other information pertaining thereto as the Administrative Agent may request.
Appears in 1 contract
Sources: Credit Agreement (Swift Energy Co)
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date ----------------------------- August 1, 2000, is acknowledged by the Borrower and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date18,725,000. Commencing on May September 1, 19982000, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or through the Commitment Termination Date, the Scheduled Reduction Amount amount of the Borrowing Base shall be reduced by $275,000275,000 (subject to Adjustment in accordance with Section 2.9(b).
(b) The Borrowing Base and monthly reduction in the Scheduled Reduction Amount Borrowing Base shall be redetermined semi-annually by unanimous consent of the Lenders beginning October December 1, 19982000, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders Lender be required to redetermine the Borrowing Base more than twice once in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced each calendar month as set forth in Section 2.9 (a) at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the Lenders, the Agent shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced so communicated to the Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of amount by which the Borrowing BaseBase shall be reduced.
(d) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained contained, their then current engineering standards and their then current and customary lending practices standards for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Lenders. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower and the Lenders Lender to be $29,000,000 1,326,000 for the Revolving Line of Credit and shall reduce $9,000,000 for the Reducing Revolving Line of Credit. The Borrowing Base for the Revolving Line of Credit is limited to a level 80% of $27,500,000 within ten days accounts receivable of the Closing DateBorrower not in excess of 90 days and acceptable to the Lender in its sole discretion. The Borrowing Base for the Reducing Revolving Line of Credit is determined by the Lender in its sole discretion and based on contracts that are acceptable to the Lender. Commencing on May October 1, 19981996, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or through the Commitment Termination Date, the Scheduled Reduction Amount amount of the Borrowing Base on the Reducing Revolving Line of Credit shall be reduced by $275,000107,150, provided, however, that such amount is subject to redetermination under Section 2.8(b).
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined monthly for the Revolving Line of Credit and semi-annually by unanimous consent of the Lenders beginning October February 1, 19981997, for the Reducing Revolving Line of Credit on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reportsengineering reports as available, contracts in connection with Borrower's pipeline systems, and all other information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for aboveLender. Notwithstanding the foregoing, the Lenders Lender may at their its discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base for the Reducing Revolving Line of Credit shall be reduced each calendar month as set forth in Section 2.8 (a) at any time and from time to time and the Borrower may request a Borrowing Base review at any time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersLender, the Agent Lender shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base on the Reducing Revolving Line of Credit shall be reduced so communicated to the Borrower shall become effective upon such written oral notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of amount by which the Borrowing BaseBase on the Reducing Revolving Line of Credit shall be reduced.
(d) The Borrowing Base shall represent the determination by the LendersLender, in accordance with the applicable definitions and provisions herein contained and their its customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the LendersLender. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standardsLender.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower Borrower, Administrative Agent and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,00075,000,000.00.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined by Administrative Agent semi-annually by unanimous consent through the Termination Date, within ninety (90) days after each December 31 and June 30, with the first such Borrowing Base redetermination under this agreement to be made on or before March 31, 2006, for the Mineral Interests as of the Lenders beginning October 1December 31, 19982005, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreementagreement, including, without limitation, the Reserve Reports, and all other information available available. In addition to the determinations of the Borrowing Base required pursuant to this Section 2.6(b), one additional special determination thereof may be requested during any calendar year by either Borrower or the Determining Lenders. In addition, the Lenders shall, in the normal course Upon any such special determination of business following a request of the Borrower, redetermine the Borrowing Base; provided, howeverif requested by Administrative Agent, Borrower shall submit both (i) a current report of a firm of independent petroleum engineers acceptable to Administrative Agent, prepared in accordance with customary standards and procedures of the Lenders petroleum industry which report shall (A) evaluate the Mineral Interests subject to such redetermination (in the same manner as provided in this Section 2.6 for other such redeterminations) and (B) be dated within sixty (60) days of such requested redetermination, and (ii) title opinions, environmental reports and other information reasonably requested by and in form and substance acceptable to Administrative Agent, for those additional Mineral Interests which Borrower desires to be considered within the Borrowing Base. Adjustments to the Borrowing Base based upon the addition of Mineral Interests shall not be obligated effective prior to respond the date of filing and recording of such Collateral Documents as required by Administrative Agent. In addition to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount at any time and shall be subject to further adjustment from time to timetime in accordance with Section 8.18(c) and Section 9.10(e).
(c) Upon each determination Borrowing Base redetermination, Administrative Agent shall notify each Lender of the its recommendation for such redetermined Borrowing Base and the Scheduled Reduction Amount Lenders shall have ten (10) Business Days to approve or reject such recommendation by written notice to Administrative Agent. The proposed Borrowing Base must be approved by the Determining Lenders; provided, however, that no proposed increase in the Borrowing Base shall be effective unless approved by all of the Lenders. In the event that the Determining Lenders or all of the Lenders, as applicable, cannot agree as to the amount of the redetermined Borrowing Base, the Borrowing Base shall be and be deemed to be the lowest amount determined by any Lender. Administrative Agent shall notify the Borrower orally verbally (confirming such notice promptly in writing) of such determinationdetermination by the Lenders, and the Borrowing Base and the Scheduled Reduction Amount so communicated to Borrower shall become effective upon such written verbal notification and shall remain in effect until the next subsequent determination of Borrowing Base redetermination in accordance with the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Baseterms hereof.
(d) The Borrowing Base shall represent the determination by Administrative Agent and the Lenders, in their sole discretion and in accordance with the applicable definitions their standard engineering and provisions herein contained lending policies and their practices customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil which Borrower acknowledges may require new and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the independent credit approval process of the Lendersapprovals by each Lender. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date date hereof is acknowledged by the Borrower Borrower, the Agent and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days 30,000,000, inclusive of the Closing DateAcquisition Portion. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of each April 1 and October 1 during the Lenders beginning October 1, 1998, Commitment Period on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four two such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice once in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount at any time and from time to time.
(c) . Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the Lenders, the Agent shall notify the Borrower orally (confirming such notice promptly in writing) writing of such determination, and the Borrowing Base and so communicated to the Scheduled Reduction Amount Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Base.
(d) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the approval of the Borrower and the credit approval process of the Lenders. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Notwithstanding anything to the contrary set forth herein, the Borrowing Base shall be determined in not exceed the sole discretion of Maximum Borrowing Base Amount unless the Lenders shall have given their prior written approval, which may be given or denied in their sole and absolute discretion (and which approval may be conditioned upon payment to the Lenders of additional facility fees in an amount equal to or greater than 3/8% times the amount by using which the Lenders' then current engineering and credit standardsBorrowing Base is so permitted to exceed $30,000,000).
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Seventh Amendment Effective Date is acknowledged by the Borrower Borrower, Administrative Agent and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days 170,000,000. The Conforming Borrowing Base as of the Closing Date. Commencing on May 1Seventh Amendment Effective Date is acknowledged by Borrower, 1998, Administrative Agent and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall Lenders to be $275,000150,000,000.
(b) The Borrowing Base and the Scheduled Reduction Amount Conforming Borrowing Base shall be redetermined by Administrative Agent semi-annually by unanimous consent through the Termination Date, within ninety (90) days after each December 31 and June 30, with the next such Borrowing Base redetermination after the Seventh Amendment Effective Date to be made on or before March 31, 2008, for the Mineral Interests as of the Lenders beginning October 1December 31, 19982007, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreementagreement, including, without limitation, the Reserve Reports, and all other information available available. Furthermore, on the one-year anniversary of the Seventh Amendment Effective Date, the Borrowing Base will be redetermined based on the Reserve Report for the Mineral Interests as of June 30, 2008. At such time, the Conforming Borrowing Base shall no longer be in effect. In addition to the Lenders. In addition, the Lenders shall, in the normal course of business following a request determinations of the BorrowerBorrowing Base required pursuant to this Section 2.6(b), redetermine (i) one additional special determination thereof may be requested by the Borrowing Base; providedBorrower in between any two consecutive scheduled redeterminations, however, provided that the Borrower shall be limited to two special redeterminations during any calendar year and (ii) one additional special redetermination thereof may be requested by the Determining Lenders shall not be obligated to respond to more than four such requests during any calendar year. Upon any such special determination of the Borrowing Base, if requested by Administrative Agent, Borrower shall submit both (i) a current report of a firm of independent petroleum engineers acceptable to Administrative Agent, prepared in accordance with customary standards and procedures of the petroleum industry which report shall (A) evaluate the Mineral Interests subject to such redetermination (in the same manner as provided in this Section 2.6(b) for other such redeterminations) and (B) be dated within sixty (60) days of such requested redetermination, and (ii) title opinions, environmental reports and other information reasonably requested by and in no event shall the Lenders form and substance acceptable to Administrative Agent, for those additional Mineral Interests which Borrower desires to be required to redetermine considered within the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for aboveBase. Notwithstanding the foregoing, the Lenders may at their discretion and by unanimous consent redetermine Adjustments to the Borrowing Base and the Scheduled Reduction Amount at any time Conforming Borrowing Base based upon the addition of Mineral Interests shall not be effective prior to the date of filing and recording of such Collateral Documents as required by Administrative Agent. In addition to the foregoing, the Borrowing Base and the Conforming Borrowing Base shall be subject to further adjustment from time to timetime in accordance with Section 8.18(c) and Section 9.10(e).
(c) Upon each determination Borrowing Base and Conforming Borrowing Base redetermination, Administrative Agent shall notify each Lender of its recommendation for such redetermined Borrowing Base and Conforming Borrowing Base and the Lenders shall have ten (10) Business Days to approve or reject such recommendation by written notice to Administrative Agent. The proposed Borrowing Base and Conforming Borrowing Base must be approved by the Determining Lenders; provided, however, that no proposed increase in the Borrowing Base or Conforming Borrowing Base shall be effective unless approved by all of the Lenders. In the event that the Determining Lenders or all of the Lenders, as applicable, cannot agree as to the amount of the redetermined Borrowing Base and Conforming Borrowing Base, the Borrowing Base and Conforming Borrowing Base shall be and be deemed to be the Scheduled Reduction Amount lowest amount respectively determined by the Lenders, the any Lender. Administrative Agent shall notify the Borrower orally verbally (confirming such notice promptly in writing) of such determinationdetermination by the Lenders, and the Borrowing Base and the Scheduled Reduction Amount Conforming Borrowing Base so communicated to Borrower shall become effective upon such written verbal notification and shall remain in effect until the next subsequent determination of Borrowing Base and Conforming Borrowing Base redetermination in accordance with the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Baseterms hereof.
(d) The Borrowing Base and Conforming Borrowing Base shall represent the determination by Administrative Agent and the Lenders, in their sole discretion and in accordance with the applicable definitions their standard engineering and provisions herein contained lending policies and their practices customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil which Borrower acknowledges may require new and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the independent credit approval process of the Lendersapprovals by each Lender. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base and Conforming Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.”
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date date of the acquisition from Pioneer Natural Resources USA, Inc. ("Pioneer") is acknowledged by the Borrower and the Lenders Lender to be $29,000,000 37,900,000. The Monthly Reduction Amount as of December 1, 1997, is acknowledged by the Borrower and shall reduce the Lender to a level of be $27,500,000 within ten days of the Closing Date625,000. Commencing on May January 1, 1998, and continuing thereafter on the first day of each calendar month until through the earlier next Borrowing Base review and redetermination, the amount of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount Borrowing Base shall be reduced by $275,000550,000.
(b) The Borrowing Base and the Scheduled Monthly Reduction Amount shall be redetermined semi-annually (by unanimous consent June 1st and December 1st of the Lenders each year beginning October June 1, 1998), on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for aboveLender. Notwithstanding the foregoing, the Lenders Lender may at their its sole discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Monthly Reduction Amount at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersLender, the Agent Lender shall notify the Borrower orally (confirming such notice promptly in writing) writing of such determination, and the Borrowing Base and the Scheduled Monthly Reduction Amount so communicated to the Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of the Borrowing BaseMonthly Reduction Amount.
(d) The Borrowing Base and the Monthly Reduction Amount shall represent represent, respectively, the determination by the LendersLender, in accordance with the applicable definitions and provisions herein contained and their its customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged PropertiesProperties and the estimated, plus certain other Oil and Gas Properties to be determined monthly decline in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Lenderssuch value. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standardsLender.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower Borrowers and the Lenders Lender to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days 3,400,000. The amount of the Closing Date. Commencing on May 1, 1998, and continuing thereafter Borrowing Base (as adjusted from time to time under the terms of this Agreement) shall be reduced by $125,000 on the first day of each calendar month until beginning September 1, 2008 (the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,000“Monthly Borrowing Base Reduction”).
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent on each May 1 and November 1 of the Lenders each calendar year beginning October November 1, 19982008, on the basis of information supplied by the Borrower Borrowers in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the LendersLender. In addition, the Lenders Lender shall, in the normal course of business following a request of the BorrowerBorrowers, redetermine the Borrowing BaseBase attributable to the Borrowing Base Oil and Gas Properties; provided, however, the Lenders Lender shall not be obligated to respond to more than four one such requests request during any calendar year, and in no event shall the Lenders Lender be required to redetermine the Borrowing Base more than twice once in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders Lender may at their its discretion and by unanimous consent redetermine the Borrowing Base attributable to the Borrowing Base Oil and Gas Properties and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced each calendar month as set forth in Section 2.7(a) at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersLender, the Agent Lender shall notify the Borrower orally (confirming such notice promptly in writing) writing of such determination, and the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced or increased so communicated to the Borrowers shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of amount by which the Borrowing BaseBase shall be reduced. Each time the Borrowing Base is redetermined by Lender, the Monthly Borrowing Base Reduction shall also be redetermined.
(d) The Borrowing Base shall represent the determination by the LendersLender, in accordance with the applicable definitions and provisions herein contained and their its customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Borrowing Base Oil and Gas Properties to be determined in sole discretion of the Lenders Properties, subject, in the case of any increase in the Borrowing Base, to the credit approval process of the LendersLender. Furthermore, the Borrower acknowledges Borrowers acknowledge that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value)cushion, which is acknowledged by the Borrower Borrowers to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standardsLender.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower and the Lenders Lender to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date10,000,000. Commencing on May August 1, 19982001, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,000.and
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the LendersLender. In addition, the Lenders Lender shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders Lender shall not be obligated to respond to more than four two such requests during any calendar year, and in no event shall the Lenders Lender be required to redetermine the Borrowing Base more than twice once in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders Lender may at their its discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced each calendar month as set forth in Section 2.6 (a) at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersLender, the Agent Lender shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced or increased so communicated to the Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of amount by which the Borrowing BaseBase shall be reduced.
(d) The Borrowing Base shall represent the determination by the LendersLender, in accordance with the applicable definitions and provisions herein contained and their its customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders Properties, subject, in the case of any increase in the Borrowing Base, to the credit approval process of the LendersLender. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standardsLender.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged agreed by the Borrower and the Lenders to be $29,000,000 32,500,000; provided that notwithstanding the foregoing, in the event that prior to the initial redetermination of the Borrowing Base pursuant to the provisions of this Section 2.12 (other than pursuant to this clause (a)) one or more additional Lenders shall become party to this Agreement and as a result the aggregate Facility Amounts of all of the Lenders shall reduce to a level be in excess of $27,500,000 within ten days 32,500,000, then, for purposes of this Agreement, the Borrowing Base shall automatically increase by an amount equal to the lesser of $2,500,000 or the amount by which the aggregate Facility Amounts of all of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day Lenders including such additional Lenders is in excess of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,00032,500,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined by the Agent, with the consent of the Lenders, semi-annually by unanimous consent effective as of the Lenders beginning each April 1 and October 1, 1998commencing April 1, 2002, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, including Reserve Reports, and all other information available to the Agent and the Lenders. In addition, the Lenders Agent, with the consent of the Lenders, shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, (i) the Agent and the Lenders shall not be obligated to respond to more than four one (1) such requests request during any calendar year, and year in no event shall the Lenders be required addition to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for aboveabove and (ii) no such discretionary redetermination of the Borrowing Base shall be permitted prior to January 1, 2002. Notwithstanding the foregoing, the Lenders Agent, with the consent of the Lenders, may at their its discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount at any other time and from time to time; provided that, the Agent and the Lenders may not redetermine the Borrowing Base more that one (1) time during any calendar year and no discretionary redetermination of the Borrowing Base by the Agent and the Lenders shall be permitted prior to January 1, 2002.
(c) Upon each In accordance with the preceding subparagraph (b), a preliminary determination of the Borrowing Base and the Scheduled Reduction Amount shall be made by the LendersAgent within thirty (30) days of the Agent's receiving all of the information required under this Agreement in connection therewith and, upon making such initial determination (which preliminary determination may not exceed the Maximum Borrowing Base then in effect), the Agent shall notify the Borrower orally Lenders of such preliminary Borrowing Base determination. The Lenders, as required below, shall approve such determination by written notice to the Agent within ten (confirming 10) Business Days of the giving of notice of such notice promptly determination by the Agent to such Lenders; provided, however that failure by any Lender to confirm in writing) writing the Agent's determination of the Borrowing Base shall be, and shall be deemed, a rejection of such determination. Any change in the Borrowing Base (other than the automatic increase provided in clause (a) of this Section 2.12) shall be subject to the credit approval processes of the Lenders then in effect for loans of this type. If the Lenders or Required Lenders, as the case may be, fail to approve such preliminary determination of the Borrowing Base made by the Agent pursuant to this Section 2.12 during such ten (10) Business Day period, then the Lenders shall as soon as practicable, but in no event later than sixty (60) days after the expiration of such ten (10) Business Day period, make a determination of the Borrowing Base based on their sole discretion in accordance with their respective customary practices and standards for oil and gas loans and in accordance with the succeeding subparagraph (d). Upon agreement by the Agent and the Lenders as so required of the amount of credit to be made available to the Borrower hereunder, the Agent shall, by written notice to the Borrower and the Lenders, designate the new Borrowing Base available to the Borrower. During such 60-day period, the Borrowing Base theretofore in effect shall remain in effect. Any increase in the Borrowing Base shall require the consent of all of the Lenders. Any decrease in the Borrowing Base and the Scheduled Reduction Amount shall become effective upon such written notification and shall remain in effect until the next subsequent determination any continuation of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base at the determination same level shall require the consent of the Borrowing BaseRequired Lenders.
(d) The In connection with any determination or redetermination of the Borrowing Base Base, the Agent and each Lender shall represent evaluate the determination by the Lenders, Oil and Gas Properties in accordance with their then existing customary lending procedures for evaluating oil and gas reserves and related assets for loans of this type and in making such determination, the applicable definitions Agent and provisions herein contained the Lenders shall consider reserve/engineering information, location of Oil and Gas Properties, total indebtedness of the Borrower and its Subsidiaries (and the terms of such Indebtedness), financial reports, commodity price forecasts, reserve adjustment factors, the discount rate used in calculating the Borrowing Base and any other information and factors deemed pertinent by the Agent and the Lenders for loans of this type made to similar borrowers, in their sole discretion from time to time in each case in accordance with their then existing respective customary lending practices for loans evaluating oil and gas reserves and related assets. Notwithstanding the foregoing provisions of this nature, of Section if at any time the value, for loan purposes, of preliminary Borrowing Base redetermination by the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined Agent results in sole discretion of the Lenders subject, in the case of any an increase in the Borrowing BaseBase and such Borrowing Base is not approved unanimously by all the Lenders, then, in such event, during the next 60 day period the Borrower may, at its election, terminate the Commitments of such dissenting Lenders pursuant to the credit approval process procedures set forth in Section 2.25. At the end of such 60 day period, the Borrowing Base shall be an amount agreed to by the Agent and all of the Lenders. Furthermore, the Borrower acknowledges that the Agent and the Lenders have no obligation to increase the Borrowing Base and may reduce the Borrowing Base, in either case, at any time as provided herein or as a result of any circumstance, and further acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 1 contract
Sources: Credit Agreement (KCS Energy Inc)
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date May 29, 1998, is acknowledged by the Borrower and the Co-Borrowers and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date45,000,000. Commencing on May July 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,00040,000. Upon Lender's receipt of acceptable documentation, the Borrowing Base shall automatically reduce by (i) $3,000,000 upon the Borrower's sale of its Golden Trend properties, and (ii) an additional $5,000,000 upon the transfer or sale of the Borrower's Spruce Hill properties.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October December 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice once in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the Lenders, the Agent shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Base.
(d) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil oil and Gas Properties gas properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Lenders. Furthermore, the Borrower acknowledges and/or the Co-Borrowers acknowledge that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower and/or the Co-Borrowers to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date14,975,000. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,000525,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October September 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice once in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders may at their discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the Lenders, the Agent shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Base.
(d) The Borrowing Base shall represent the determination by the Lenders, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil oil and Gas Properties gas properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Lenders. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower Borrowers and the Lenders Lender to be $29,000,000 5,250,000. The amount of the Borrowing Base (as adjusted from time to time under the terms of this Agreement) shall be reduced by the amount of the Monthly Borrowing Base Reduction beginning June 30, 2006 and shall reduce to a level on the last day of $27,500,000 within ten days each month thereafter until redetermined by Lender. The Monthly Borrowing Base Reduction as of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount Date is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be equal to $275,0000.00.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders December 1 and June 1 beginning October December 1, 19982006, on the basis of information supplied by the Borrower Borrowers in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the LendersLender. In additionaddition to such semi-annual redetermination of the Borrowing Base, the Lenders Lender shall, in the normal course of business following a request of the BorrowerBorrowers, redetermine the Borrowing Base; provided, however, the Lenders Lender shall not be obligated to respond to more than four two such requests during any calendar year, and in no event shall the Lenders Lender be required to redetermine the Borrowing Base more than twice in any threesix-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. .
(c) Notwithstanding the foregoing, the Lenders Lender may at their its discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount at any time and from time to time.
(cd) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersLender, the Agent Lender shall notify the Parent Borrower orally (confirming such notice promptly in writing) writing of such determination, and the Borrowing Base and the Scheduled Reduction Amount so communicated to Parent Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request.
(e) Each time Lender redetermines the Borrowing Base as provided above, Agent will furnish detailed information as it shall contemporaneously redetermine the Monthly Borrowing Base Reduction in its sole discretion and shall notify Parent Borrower in writing of such determination, and the Monthly Borrowing Base Reduction so communicated to Parent Borrower shall become effective upon such written notification and shall remain in effect until the next subsequent determination of the Monthly Borrowing BaseBase Reduction.
(df) The Borrowing Base shall represent the determination by the LendersLender in its sole discretion, in accordance with the applicable definitions and provisions herein contained and their its customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Borrowing Base Oil and Gas Properties to be determined in sole discretion of the Lenders Properties, subject, in the case of any increase in the Borrowing Base, to the credit approval process of the LendersLender. Furthermore, the Borrower acknowledges Borrowers acknowledge that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value)cushion, which is acknowledged by the Borrower Borrowers to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standardsLender.
Appears in 1 contract
Borrowing Base Determinations. Section 2.1.7 of the Original Agreement is hereby amended in its entirety to read as follows:
(a) The Borrowing Base as of the Closing Date is acknowledged by the Borrower Related Persons and the Lenders Lender to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of 20,000,000. From December 19, 1995, through the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Revolving Credit Commitment Termination DateDate and subject to the further provisions of this Section, the Scheduled Reduction Amount shall be $275,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October 1, 1998, quarterly on the basis of information supplied by the Borrower Related Persons in compliance with the provisions of this Agreement, including, without limitation, Borrowing Base Certificates, Receivable Reports and Reserve Reports, and all other information then available to the Lenders. In addition, the Lenders shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders shall not be obligated to respond to more than four such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for aboveLender. Notwithstanding the foregoing, Lender may, in the Lenders may at their discretion and by unanimous consent redetermine exercise of its good faith discretion, make redeterminations of the Borrowing Base and (i) no more frequently than quarterly on the Scheduled Reduction Amount basis of information then available to Lender regarding Credit Accounts, (ii) at any time and from time to timetime on the basis of information then available to Lender regarding Mortgaged Properties and (iii) at any time and from time to time upon the occurrence of any event or change having a Material Adverse Effect.
(cb) Upon each determination The Borrowing Base at any particular date shall be that set forth in the most recent Borrowing Base Certificate submitted to Lender pursuant to subsection 5.2, as such figure may be adjusted or redetermined from time to time by Lender. Lender shall notify Borrower orally or by facsimile within five Business Days after receipt of the Borrowing Base and the Scheduled Reduction Amount by the Lenders, the Agent shall notify the Borrower orally Certificate (confirming such notice promptly in writing) of such its determination, and the Borrowing Base and the Scheduled Reduction Amount so communicated to Borrower shall become effective upon such written verbal or facsimile notification and by Lender to Borrower. Any Borrowing Base established pursuant to this Agreement shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Base.
(d) The Borrowing Base shall represent the determination by the LendersLender, in accordance with the applicable definitions and provisions herein contained and their customary lending practices with consideration for loans the nature of this naturethe facilities established hereunder, of the value, for loan purposes, of the Mortgaged PropertiesEligible Accounts, plus certain other the Oil and Gas Properties to be determined in sole discretion of Reserves, the Lenders subjectEligible Turnkey Drilling Contracts, in and the case of any increase in the Borrowing Base, to the credit approval process of the LendersFleet Value. Furthermore, the Borrower acknowledges Related Persons acknowledge that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower Related Persons to be essential for the adequate protection of Lender. Determination of the Lenders. The Borrowing Base Oil and Gas Reserves shall be determined made by Lender in the its sole discretion of the Lenders by using the Lenders' then current engineering and credit standardsabsolute discretion."
Appears in 1 contract
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date is acknowledged agreed by the Borrower Borrowers and the Lenders to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of the Closing Date. Commencing on May 1, 1998, and continuing thereafter on the first day of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Date, the Scheduled Reduction Amount shall be $275,00075,000,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined by the Agent, with the consent of the Lenders, semi-annually by unanimous consent of the Lenders beginning October 1, 1998, on the basis of information supplied by the Borrower Borrowers in compliance with the provisions of this Agreement, including, without limitation, including Reserve Reports, and all other information available to the Agent and the Lenders. In addition, the Lenders Agent, with the consent of the Lenders, shall, in the normal course of business following a request of the BorrowerBorrowers, redetermine the Borrowing Base; provided, however, the Agent and the Lenders shall not be obligated to respond to more than four two (2) such requests during any calendar year, and year in no event shall the Lenders be required addition to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders Agent, with the consent of the Lenders, may at their its discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount at any time and from time to time.
(c) Each determination of the Borrowing Base shall be made within forty-five (45) days of the Agent's receiving all of the information required under this Agreement in connection therewith. Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersBase, the Agent shall promptly, and in all events within such 45 days, notify the Borrower Borrowers orally (confirming such notice promptly in writing) of such determination, determination and the Borrowing Base and so communicated to the Scheduled Reduction Amount Borrowers shall become effective upon such written oral notification and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to the determination of the Borrowing Base.
(d) In connection with any redetermination of the Borrowing Base, the Agent and each Lender shall evaluate the Mortgaged Properties in accordance with their then existing customary lending procedures for evaluating oil and gas reserves and related assets for loans of this type and borrowers similarly situated. The Borrowing Base shall represent the determination by the LendersAgent based upon such evaluation by the Agent, in accordance with the applicable definitions and provisions herein contained and their customary lending practices for loans consent of this naturethe Lenders, of the value, value for loan purposes, purposes of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process processes of the Lenders then in effect for loans of this type and borrowers similarly situated. In the event that a group of Lenders constituting at least the Required Lenders are in agreement as to the amount of any Borrowing Base redetermination but such amount is not approved unanimously by all of the Lenders, then the Borrowing Base shall be the amount as determined by such Required Lenders for a period of 60 days from the date of notification of such Borrowing Base to the Borrowers pursuant to Section 2.11(c). During such 60 day period or at any time thereafter, the Borrowers may, at their election, terminate the Commitments of such dissenting Lenders pursuant to the procedures set forth in Section 2.24. At the end of such 60 day period, the Borrowing Base shall be an amount agreed to by the Agent and all of the Lenders. Furthermore, subject to the customary lending procedures and credit approval processes referred to in the preceding sentence, each Borrower acknowledges that the determination of Agent and the Lenders have no obligation to increase the Borrowing Base contains an equity cushion (market value and may reduce the Borrowing Base, in excess of loan value)either case, which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standards.at any time or as a result
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Sources: Credit Agreement (KCS Energy Inc)
Borrowing Base Determinations. (a) The Borrowing Base as of the Closing Date July 1, 2004, is acknowledged by the Borrower and the Lenders Lender to be $29,000,000 and shall reduce to a level of $27,500,000 within ten days of 14,600,000 until the Closing Date. Commencing on May next Borrowing Base review scheduled for September 1, 1998, and continuing thereafter on 2004. Should the first day Borrower not execute ▇▇▇▇▇▇ as detailed in Section 3.1(f)(i)(ii) within five (5) Business Days of each calendar month until the earlier of the date such amount is redetermined or the Commitment Termination Closing Date, the Scheduled Reduction Amount Borrowing Base shall be $275,00012,300,000.
(b) The Borrowing Base and the Scheduled Reduction Amount shall be redetermined semi-annually by unanimous consent of the Lenders beginning October 1, 1998, on the basis of information supplied by the Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, and all other information available to the LendersLender. In addition, the Lenders Lender shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lenders Lender shall not be obligated to respond to more than four three such requests during any calendar year, and in no event shall the Lenders be required to redetermine the Borrowing Base more than twice in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, the Lenders Lender may at their its discretion and by unanimous consent redetermine the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced each calendar month as set forth in Section 2.10(a) at any time and from time to time.
(c) Upon each determination of the Borrowing Base and the Scheduled Reduction Amount by the LendersLender, the Agent Lender shall notify the Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the Scheduled Reduction Amount amount by which the Borrowing Base shall be reduced so communicated to the Borrower shall become effective upon receipt of such written notification by the Borrower and shall remain in effect until the next subsequent determination of the Borrowing Base. Upon request, Agent will furnish detailed information as to Base and the determination of amount by which the Borrowing BaseBase shall be reduced.
(d) The Borrowing Base shall reasonably represent the determination by the LendersLender, in accordance with the applicable definitions and provisions herein contained and their its customary lending practices for loans of this nature, of the value, for loan purposes, of the Mortgaged Properties, plus certain other Oil and Gas Properties to be determined in sole discretion of the Lenders subject, in the case of any increase in the Borrowing Base, to the credit approval process of the LendersLender. Furthermore, the Borrower acknowledges that the determination of the Borrowing Base contains an equity cushion (market value in excess of loan value), which is acknowledged by the Borrower to be essential for the adequate protection of the Lenders. The Borrowing Base shall be determined in the sole discretion of the Lenders by using the Lenders' then current engineering and credit standardsLender.
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