Common use of Borrowing Base Determinations Clause in Contracts

Borrowing Base Determinations. (a) The Tranche A Borrowing Base is acknowledged by each Borrower and each Lender to be $95,000,000. The Tranche B Borrowing Base is acknowledged by each Borrower and each Lender to be zero. Each Borrower and each Lender acknowledge that, after the acquisition of the Quaker State Properties, the Tranche A Borrowing Base shall be $116,000,000 and the Tranche B Borrowing Base shall be $22,000,000. (b) Each Borrowing Base shall be redetermined by the Lenders semi-annually on the basis of information supplied by the Borrowers in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, Financial Statements, and all other information available to the Lenders. Notwithstanding the foregoing, any two Lenders may, in their discretion, require that a redetermination of either Borrowing Base be made at any time and from time to time. Upon such a requirement by any two Lenders, such redetermination shall be made by the Lenders as otherwise provided in this Section. (c) Upon each determination of either Borrowing Base as provided in this Section, the Agent shall notify the Borrowers verbally (confirming such notice promptly in writing) of such determination, and the Borrowing Base so communicated shall become effective upon such verbal notification and shall remain in effect until the next subsequent determination of such Borrowing Base. (d) Each Borrowing Base shall represent the lowest amount among the Lenders based upon the determination by each of the Lenders, in its sole discretion and in accordance with its standard engineering and lending policies and practices customary for loans of this nature, of the value, for loan purposes, of the Oil and Gas Properties of the Borrowers which are unencumbered by Liens other than Liens existing at any time for the benefit of the Lenders. Furthermore, each Borrower acknowledges that each determination of either Borrowing Base reflects a margin or discount below market value which may change from time to time, which is acknowledged by the Borrowers to be essential for the adequate protection of the Lenders."

Borrowing Base Determinations. (a) The Tranche A Borrowing Base as of the Closing Date is acknowledged by each the Borrower and each the Lender to be $95,000,000. The Tranche B Borrowing Base is acknowledged by each Borrower and each Lender to be zero. Each Borrower and each Lender acknowledge that, after the acquisition of the Quaker State Properties, the Tranche A Borrowing Base shall be $116,000,000 and the Tranche B Borrowing Base shall be $22,000,00018,000,000. (b) Each The Borrowing Base shall be redetermined by the Lenders semi-annually 45 days after receipt of the Reserve Report delivered pursuant to Section 5.4 on the basis of information supplied by the Borrowers Borrower in compliance with the provisions of this Credit Agreement, including, without limitation, Reserve Reports, Financial Statements, and all other information available to the LendersLender. In addition, the Lender shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lender shall not be obligated to respond to more than two such requests during any calendar year, and in no event shall the Lender be required to redetermine the Borrowing Base more than once in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, any two Lenders may, in their discretion, require that a redetermination of either the Lender may at its discretion redetermine the Borrowing Base be made at any time and from time to time. Upon such a requirement by any two Lenders, such redetermination shall be made by the Lenders as otherwise provided in this Section. (c) Upon each determination of either the Borrowing Base as provided in this Sectionby the Lender, the Agent Lender shall notify the Borrowers verbally Borrower orally (confirming such notice promptly in writing) of the amount of the Borrowing Base resulting from such determination, and the . The Borrowing Base so communicated to the Borrower shall become effective upon such verbal written notification and shall remain in effect until notice of the next subsequent determination of such the Borrowing Base. (d) Each The Borrowing Base shall represent the lowest amount among the Lenders based upon the determination by each of the LendersLender, in its sole discretion and in accordance with the applicable definitions and provisions herein contained and its standard engineering and customary lending policies and practices customary for loans of this nature, of the value, for loan purposes, of the Oil and Gas Properties Mortgaged Properties, subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Borrowers which are unencumbered by Liens other than Liens existing at any time for the benefit of the LendersLender. Furthermore, each the Borrower acknowledges that each the determination of either the Borrowing Base reflects a margin or discount below contains an equity cushion (market value which may change from time to timein excess of loan value), which is acknowledged by the Borrowers Borrower to be essential for the adequate protection of the LendersLender."

Borrowing Base Determinations. (a) The Tranche A Borrowing Base as of the Closing Date is acknowledged by each the Borrower and each the Lender to be $95,000,000. The Tranche B Borrowing Base is acknowledged by each Borrower and each Lender to be zero. Each Borrower and each Lender acknowledge that, after the acquisition of the Quaker State Properties, the Tranche A Borrowing Base shall be $116,000,000 and the Tranche B Borrowing Base shall be $22,000,000. (b) Each The Borrowing Base shall be redetermined by the Lenders semi-annually on the basis of information supplied by the Borrowers Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, Financial Statements, and all other information available to the LendersLender. In addition, the Lender shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base. Notwithstanding the foregoing, any two Lenders may, in their discretion, require that a redetermination of either the Lender may at its discretion redetermine the Borrowing Base be made at any time and from time to time. Upon such a requirement by any two Lenders, such redetermination shall be made by the Lenders as otherwise provided in this Section. (c) Upon each determination of either the Borrowing Base as provided in this Sectionby the Lender, the Agent Lender shall notify the Borrowers verbally Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base so communicated to the Borrower shall become effective upon such verbal written notification and shall remain in effect until the next subsequent determination of such the Borrowing Base. (d) Each The Borrowing Base shall represent the lowest amount among the Lenders based upon the determination by each of the LendersLender, in its sole discretion and in accordance with the applicable definitions and provisions herein contained and its standard engineering and customary lending policies and practices customary for loans of this nature, of the value, for loan purposes, of the Oil and Gas Properties Mortgaged Properties, subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Borrowers which are unencumbered by Liens other than Liens existing at any time for the benefit of the LendersLender. Furthermore, each the Borrower acknowledges that each the determination of either the Borrowing Base reflects a margin or discount below contains an equity cushion (market value which may change from time to timein excess of loan value), which is acknowledged by the Borrowers Borrower to be essential for the adequate protection of the LendersLender."

Borrowing Base Determinations. (a) The Tranche A Borrowing Base as of the Closing Date is acknowledged by each the Borrower and each the Lender to be $95,000,000. The Tranche B Borrowing Base is acknowledged by each Borrower and each Lender to be zero. Each Borrower and each Lender acknowledge that, after the acquisition of the Quaker State Properties, the Tranche A Borrowing Base shall be $116,000,000 and the Tranche B Borrowing Base shall be $22,000,0009,000,000. (b) Each The Borrowing Base shall be redetermined by the Lenders semi-annually beginning November 1, 1996, on the basis of information supplied by the Borrowers Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, Financial Statements, and all other information available to the LendersLender. Notwithstanding the foregoing, any two Lenders may, in their discretion, require that a redetermination of either the Lender may at its discretion redetermine the Borrowing Base be made at any time and from time to time. Upon such a requirement by any two Lenders, such redetermination shall be made by the Lenders as otherwise provided in this Section. (c) Upon each determination of either the Borrowing Base as provided in this Sectionby the Lender, the Agent Lender shall notify the Borrowers verbally Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base so communicated to the Borrower shall become effective upon such verbal written notification and shall remain in effect until the next subsequent determination of such the Borrowing Base. (d) Each The Borrowing Base shall represent the lowest amount among the Lenders based upon the determination by each of the LendersLender, in its sole discretion and in accordance with the applicable definitions and provisions herein contained and its standard engineering and customary lending policies and practices customary for loans of this nature, of the value, for loan purposes, of the Oil and Gas Properties Mortgaged Properties, subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Borrowers which are unencumbered by Liens other than Liens existing at any time for the benefit of the LendersLender. Furthermore, each the Borrower acknowledges that each the determination of either the Borrowing Base reflects a margin or discount below contains an equity cushion (market value which may change from time to timein excess of loan value), which is acknowledged by the Borrowers Borrower to be essential for the adequate protection of the LendersLender. The Borrowing Base shall be determined by using the Lender's then current engineering and credit standards."

Borrowing Base Determinations. (a) The Tranche A Borrowing Base as of the Closing Date, is acknowledged by each the Borrower and each Lender the Lenders to be $95,000,000. The Tranche B Borrowing Base is acknowledged by each Borrower and each Lender to be zero. Each Borrower and each Lender acknowledge that, after the acquisition of the Quaker State Properties, the Tranche A Borrowing Base shall be $116,000,000 and the Tranche B Borrowing Base shall be $22,000,00013,000,000. (b) Each The Borrowing Base shall be redetermined by the Lenders semi-annually on the basis of information supplied by the Borrowers Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, Financial Statements, and all other relevant information available to the Lenders. In addition, the Lender shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lender shall not be obligated to respond to more than three such requests during any calendar year. Notwithstanding the foregoing, any two Lenders may, in their discretion, require that a redetermination of either the Lender may at its discretion redetermine the Borrowing Base and the amount by which the Borrowing Base shall be made reduced each calendar month as set forth in Section 2.8(a) at any time and from time to time. Upon such a requirement by any two Lenders, such redetermination shall be made by the Lenders as otherwise provided in this Section. (c) Upon each determination of either the Borrowing Base as provided in this Sectionby the Lender, the Agent Lender shall notify the Borrowers verbally Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the monthly amount by which the Borrowing Base shall be reduced so communicated to the Borrower shall become effective upon such verbal written notification and shall remain in effect until the next subsequent determination of such the Borrowing BaseBase and the monthly amount by which the Borrowing Base shall be reduced. (d) Each The Borrowing Base shall represent the lowest amount among the Lenders based upon the determination by each of the LendersLender, in its sole discretion and in accordance with the applicable definitions and provisions herein contained and its standard engineering and customary lending policies and practices customary for loans of this nature, of the value, for loan purposes, of the Oil and Gas Properties Mortgaged Properties, subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Borrowers which are unencumbered by Liens other than Liens existing at any time for the benefit of the LendersLender. Furthermore, each the Borrower acknowledges that each the determination of either the Borrowing Base reflects a margin or discount below contains an equity cushion (market value which may change from time to timein excess of loan value), which is acknowledged by the Borrowers Borrower to be essential for the adequate protection of the LendersLender."

Borrowing Base Determinations. (a) The Tranche A Borrowing Base as of the Closing Date is acknowledged by each Borrower the Borrowers and each the Lender to be $95,000,000. The Tranche B Borrowing Base is acknowledged by each Borrower and each Lender to be zero. Each Borrower and each Lender acknowledge that, after the acquisition of the Quaker State Properties, the Tranche A Borrowing Base shall be $116,000,000 and the Tranche B Borrowing Base shall be $22,000,00030,000,000. (b) Each The Borrowing Base shall be redetermined by the Lenders semi-annually on the basis of information supplied by the Borrowers in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, Financial Statements, and all other information available to the LendersLender and shall be in accordance with the then applicable policy of the Lender for loans of this nature. Notwithstanding the foregoing, any two Lenders may, in their discretion, require that a redetermination the Lender may at its discretion make redeterminations of either the Borrowing Base be made at any time and from time to time. Upon such a requirement , including, without limitation, upon the occurrence of any sale or other disposition of any Mortgaged Property by any two Lendersthe Borrowers, such redetermination provided, that nothing in this provision shall be made by the Lenders as otherwise provided in deemed to authorize any sale of Property prohibited pursuant to this SectionAgreement or any other Loan Document. (c) Upon each determination of either the Borrowing Base by the Lender as provided in this SectionSection 2.7(b), the Agent Lender shall notify the Borrowers verbally (confirming such notice promptly in writing) of such determination, and the Borrowing Base so communicated to the Borrowers shall become effective upon such verbal notification and shall remain in effect until the next subsequent determination of such the Borrowing Base. (d) Each The Borrowing Base shall represent the lowest amount among the Lenders based upon the determination by each of the LendersLender, in its sole discretion and in accordance with its standard engineering and lending policies and practices customary for loans of this nature, of the value, for loan purposes, of the Oil and Gas Properties of the Borrowers which are unencumbered by Liens other than Liens existing at any time for the benefit of the LendersMortgaged Properties. Furthermore, each Borrower acknowledges the Borrowers acknowledge that each the determination of either the Borrowing Base reflects a margin or discount below contains an equity cushion (market value which may change from time to timein excess of loan value), which is acknowledged by the Borrowers to be essential for the adequate protection of the LendersLender."

Borrowing Base Determinations. (a) The Tranche A Borrowing Base as of the Closing Date is acknowledged by each the Borrower and each the Lender to be $95,000,0006,000,000. The Tranche B Borrowing Base is acknowledged by Commencing on December 1, 2000, and continuing thereafter on the first day of each Borrower and each Lender to be zero. Each Borrower and each Lender acknowledge thatcalendar month through the Commitment Termination Date, after the acquisition amount of the Quaker State Properties, the Tranche A Borrowing Base shall be reduced by $116,000,000 and 175,000 subject to the Tranche B Borrowing Base shall be $22,000,000provisions of the last sentence of Section 2.7(b). (b) Each The Borrowing Base shall be redetermined by the Lenders semi-annually on the basis of information supplied by the Borrowers Borrower in compliance with the provisions of this Agreement, including, without limitation, Reserve Reports, Financial Statements, and all other information available to the LendersLender. In addition, the Lender shall, in the normal course of business following a request of the Borrower, redetermine the Borrowing Base; provided, however, the Lender shall not be obligated to respond to more than two such requests during any calendar year, and in no event shall the Lender be required to redetermine the Borrowing Base more than once in any three-month period, including, without limitation, each scheduled semi-annual redetermination provided for above. Notwithstanding the foregoing, any two Lenders may, in their discretion, require that a redetermination of either the Lender may at its discretion redetermine the Borrowing Base and the amount by which the Borrowing Base shall be made reduced each calendar month as set forth in Section (a) at any time and from time to time. Upon such a requirement by any two Lenders, such redetermination shall be made by the Lenders as otherwise provided in this Section. (c) Upon each determination of either the Borrowing Base as provided in this Sectionby the Lender, the Agent Lender shall notify the Borrowers verbally Borrower orally (confirming such notice promptly in writing) of such determination, and the Borrowing Base and the amount by which the Borrowing Base shall be reduced so communicated to the Borrower shall become effective upon such verbal written notification and shall remain in effect until the next subsequent determination of such the Borrowing BaseBase and the amount by which the Borrowing Base shall be reduced. (d) Each The Borrowing Base shall represent the lowest amount among the Lenders based upon the determination by each of the LendersLender, in its sole discretion and in accordance with the applicable definitions and provisions herein contained and its standard engineering and customary lending policies and practices customary for loans of this nature, of the value, for loan purposes, of the Oil and Gas Properties Mortgaged Properties, subject, in the case of any increase in the Borrowing Base, to the credit approval process of the Borrowers which are unencumbered by Liens other than Liens existing at any time for the benefit of the LendersLender. Furthermore, each the Borrower acknowledges that each the determination of either the Borrowing Base reflects a margin or discount below contains an equity cushion (market value which may change from time to timein excess of loan value), which is acknowledged by the Borrowers Borrower to be essential for the adequate protection of the LendersLender."