Common use of Commitment Reductions Clause in Contracts

Commitment Reductions. (a) On the date of receipt thereof by the Borrower of Cash Proceeds from any Asset Sale (other than Asset Sales not exceeding $250,000 in the aggregate during the term of this Agreement), the Commitment shall be permanently reduced by an amount equal to 100% of the Net Cash Proceeds from such Asset Sale. (b) On the date of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of the incurrence of any Indebtedness by the Borrower, other than Indebtedness permitted by Section 7.04 as in effect on the date hereof. (c) On the date of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% of the cash proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of any sale or issuance of its equity (other than the Preferred Stock and proceeds from the exercise of options not to exceed $250,000 during any fiscal year) and 100% of any amount of cash received by the Borrower in connection with any contribution to its capital. (d) On the date of receipt thereof by the Borrower of cash proceeds from any Recovery Event, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds of such Recovery Event (after deducting reasonable expenses in realizing such proceeds), provided that if the Borrower intends to use such insurance proceeds or condemnation award to replace or repair the affected property, the Borrower may use such proceeds or awards (not exceeding $500,000 in aggregate amount during the term of this Agreement) to purchase such replacement property or make such repairs within 30 days after such Recovery Event and shall deliver to the Lender written evidence of the use of such proceeds or award for such purpose. (e) The Commitment shall be terminated in full on the earliest to occur of: (i) the Maturity Date, (ii) if the shareholders of the Borrower disapprove of the sale of shares pursuant to the Securities Purchase Agreement, 45 days after such disapproval, (iii) the fourth monthly anniversary of the Effective Date, if the shareholders of the Borrower fail, within four months after the Effective Date, to approve or disapprove the sale of securities pursuant to the Securities Purchase Agreement, or (iv) the fourth monthly anniversary of the Effective Date, if the purchase of all securities pursuant to the Securities Purchase Agreement does not occur on or before such fourth monthly anniversary (other than by reason of breach by the Purchaser (as defined in the Securities Purchase Agreement) of its obligation under the Securities Purchase Agreement).

Commitment Reductions. i. Prior to the Revolving Period End Date, the Borrower shall have the right to terminate the Commitments in full and, on one (a1) On occasion, to permanently reduce all or a portion of the unfunded amount of the Commitments upon not less than ten (10) Business Days’ prior written notice to the Administrative Agent (with a copy to the Collateral Custodian) of any such reduction, which notice shall substantially be in the form of Exhibit A-8 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce the Commitments of each Lender, pro rata, in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Advances Outstanding at such time. Any notice of receipt thereof by reduction delivered to Administrative Agent shall be irrevocable. ii. The reduction of the Borrower Commitments pursuant to Section 2.3(c)(i) shall be permanent and in an amount not less than $10,000,000 and the Commitments, once reduced, shall not be reinstated. The reduction of Cash Proceeds from any Asset Sale (other than Asset Sales not exceeding $250,000 the Commitments pursuant to this Section 2.3(c) shall be applied ratably among the Lenders in accordance with their respective Pro Rata Share. Simultaneously with the aggregate during reduction of the term of Commitments pursuant to this AgreementSection 2.3(c), the Commitment Borrower shall be permanently reduced by an amount equal pay to 100% the Lenders in accordance with their Pro Rata Share any applicable Prepayment Premium payable hereunder in respect of the Net Cash Proceeds amount of the Commitments so reduced. Upon receipt of a notice of reduction from the Borrower pursuant to Section 2.3(c)(i), the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Asset SaleLender’s ratable share of such reduction. (b) On iii. Except in the date case of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% a reduction of the proceeds (net all Commitments and repayment in full of underwriting discounts, commissions and other reasonable costs associated therewith) of the incurrence of any Indebtedness by the Borrower, other than Indebtedness permitted by Section 7.04 as in effect all Advances Outstanding on the date hereof. (c) On the date of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% of the cash proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of any sale or issuance of its equity (other than the Preferred Stock and proceeds from the exercise of options not to exceed $250,000 during any fiscal year) and 100% of any amount of cash received by the Borrower in connection with any contribution to its capital. (d) On the date of receipt thereof by the Borrower of cash proceeds from any Recovery Event, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds of such Recovery Event (after deducting reasonable expenses in realizing such proceeds), provided that if the Borrower intends to use such insurance proceeds or condemnation award to replace or repair the affected propertyTermination Date, the Borrower may use will not reduce the Commitments if, after giving effect to such proceeds reduction, it would result in (x) an Unfunded Exposure Shortfall or awards (not exceeding $500,000 in aggregate amount during the term of this Agreement) to purchase such replacement property or make such repairs within 30 days after such Recovery Event and shall deliver to the Lender written evidence of the use of such proceeds or award for such purpose. (e) The Commitment shall be terminated in full on the earliest to occur of: (iy) the Maturity Date, (ii) if the shareholders of the Borrower disapprove of the sale of shares pursuant to the Securities Purchase Agreement, 45 days after such disapproval, (iii) the fourth monthly anniversary of the Effective Date, if the shareholders of the Borrower fail, within four months after the Effective Date, to approve or disapprove the sale of securities pursuant to the Securities Purchase Agreement, or (iv) the fourth monthly anniversary of the Effective Date, if the purchase of all securities pursuant to the Securities Purchase Agreement does not occur on or before such fourth monthly anniversary (other Facility Amount being less than by reason of breach by the Purchaser (as defined in the Securities Purchase Agreement) of its obligation under the Securities Purchase Agreement)$150,000,000.

Commitment Reductions. (ai) On Prior to the Revolving Period End Date, the Borrower shall have the right, on one (1) occasion, to permanently reduce all or a portion of the unfunded amount of the Commitments upon not less than five (5) Business Days’ (or such shorter period agreed to by the Administrative Agent) prior written notice to the Administrative Agent (with a copy to the Collateral Custodian) of any such reduction, which notice shall substantially be in the form of Exhibit A-10 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce the Commitments of each Lender, pro rata, in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Advances Outstanding at such time. Any notice of receipt thereof reduction delivered to Administrative Agent shall be irrevocable; provided that, any such notice that is conditioned upon the effectiveness of other transactions may be revoked or delayed by the Borrower if such other transactions fail to become effective. (ii) The reduction of Cash Proceeds the Commitments pursuant to Section 2.3(c)(i) shall be permanent and in an amount not less than $10,000,000 and the Commitments, once reduced, shall not be reinstated. The reduction of the Commitments pursuant to this Section 2.3(c) shall be applied ratably among the Lenders in accordance with their respective Pro Rata Share. Simultaneously with the reduction of the Commitments pursuant to this Section 2.3(c), Borrower shall pay to the Lenders in accordance with their Pro Rata Share any applicable prepayment fee payable under the Transaction Documents in respect of the amount of the Commitments so reduced. Upon receipt of a notice of reduction from any Asset Sale (other than Asset Sales not exceeding $250,000 in the aggregate during the term of this AgreementBorrower pursuant to Section 2.3(c)(i), the Commitment Administrative Agent shall be permanently reduced by an amount equal to 100% promptly notify each Lender of the Net Cash Proceeds from contents thereof and of such Asset SaleLender’s ratable share of such reduction. (biii) On Except in the date case of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% a reduction of the proceeds (net all Commitments and repayment in full of underwriting discounts, commissions and other reasonable costs associated therewith) of the incurrence of any Indebtedness by the Borrower, other than Indebtedness permitted by Section 7.04 as in effect all Advances Outstanding on the date hereof. (c) On the date of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% of the cash proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of any sale or issuance of its equity (other than the Preferred Stock and proceeds from the exercise of options not to exceed $250,000 during any fiscal year) and 100% of any amount of cash received by the Borrower in connection with any contribution to its capital. (d) On the date of receipt thereof by the Borrower of cash proceeds from any Recovery Event, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds of such Recovery Event (after deducting reasonable expenses in realizing such proceeds), provided that if the Borrower intends to use such insurance proceeds or condemnation award to replace or repair the affected propertyTermination Date, the Borrower may use will not reduce the Commitments if, after giving effect to such proceeds reduction, it would result in (x) an Unfunded Exposure Shortfall or awards (not exceeding $500,000 in aggregate amount during the term of this Agreement) to purchase such replacement property or make such repairs within 30 days after such Recovery Event and shall deliver to the Lender written evidence of the use of such proceeds or award for such purpose. (e) The Commitment shall be terminated in full on the earliest to occur of: (iy) the Maturity Date, (ii) if the shareholders of the Borrower disapprove of the sale of shares pursuant to the Securities Purchase Agreement, 45 days after such disapproval, (iii) the fourth monthly anniversary of the Effective Date, if the shareholders of the Borrower fail, within four months after the Effective Date, to approve or disapprove the sale of securities pursuant to the Securities Purchase Agreement, or (iv) the fourth monthly anniversary of the Effective Date, if the purchase of all securities pursuant to the Securities Purchase Agreement does not occur on or before such fourth monthly anniversary (other Facility Amount being less than by reason of breach by the Purchaser (as defined in the Securities Purchase Agreement) of its obligation under the Securities Purchase Agreement)$100,000,000.

Commitment Reductions. (a) On If, after the date of receipt thereof Closing Date, any Capital Stock or Indebtedness shall be issued or incurred by the Borrower of Cash Proceeds from any Asset Sale Group Member (other than Asset Sales not exceeding $250,000 in the aggregate during the term of this Agreementexcluding any Indebtedness permitted by Section 7.2), the Commitment shall be permanently reduced by an amount equal to 100% of the Net Cash Proceeds from thereof shall be applied on the date of such Asset Saleissuance or incurrence toward the reduction of the Commitments as set forth in Section 2.8(c). (b) On If, after the Closing Date, on any date any Group Member shall receive Net Cash Proceeds from any Asset Sale or Recovery Event (excluding the sale of inventory in the ordinary course of business and any Recovery Event not in excess of $2,000,000) then such Net Cash Proceeds shall be applied on such date toward the reduction of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of the incurrence of any Indebtedness by the Borrower, other than Indebtedness permitted by Commitments as set forth in Section 7.04 as in effect on the date hereof2.8(c). (c) On the date Any such reduction of the receipt thereof by the Borrower, the Commitment Commitments shall be permanently reduced accompanied by an amount equal to 100% prepayment of the cash proceeds (net Revolving Loans and/or Swingline Loans to the extent, if any, that the Total Revolving Extensions of underwriting discounts, commissions and other reasonable costs associated therewith) of any sale or issuance of its equity (other than Credit exceed the Preferred Stock and proceeds from the exercise of options not to exceed $250,000 during any fiscal year) and 100% of any amount of cash received by the Borrower in connection with any contribution to its capital. (d) On the date of receipt thereof by the Borrower of cash proceeds from any Recovery Event, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds of such Recovery Event (after deducting reasonable expenses in realizing such proceeds)Total Commitments as so reduced, provided that if the Borrower intends to use aggregate principal amount of Revolving Loans and Swingline Loans then outstanding is less than the amount of such insurance proceeds or condemnation award to replace or repair the affected propertyexcess (because L/C Obligations constitute a portion thereof), the Borrower may use such proceeds or awards (not exceeding $500,000 in aggregate amount during the term of this Agreement) to purchase such replacement property or make such repairs within 30 days after such Recovery Event and shall deliver shall, to the Lender written evidence extent of the use balance of such proceeds or award excess, replace outstanding Letters of Credit and/or deposit an amount in cash in a cash collateral account established with the Administrative Agent for such purpose. (e) the benefit of the Lenders on terms and conditions satisfactory to the Administrative Agent. The Commitment application of any prepayment pursuant to Section 2.8 shall be terminated made, first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the Loans under Section 2.8 (except in full the case of Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of such prepayment on the earliest to occur of: (i) the Maturity Date, (ii) if the shareholders of the Borrower disapprove of the sale of shares pursuant to the Securities Purchase Agreement, 45 days after such disapproval, (iii) the fourth monthly anniversary of the Effective Date, if the shareholders of the Borrower fail, within four months after the Effective Date, to approve or disapprove the sale of securities pursuant to the Securities Purchase Agreement, or (iv) the fourth monthly anniversary of the Effective Date, if the purchase of all securities pursuant to the Securities Purchase Agreement does not occur on or before such fourth monthly anniversary (other than by reason of breach by the Purchaser (as defined in the Securities Purchase Agreement) of its obligation under the Securities Purchase Agreement)amount prepaid.

Commitment Reductions. (ai) On Prior to the Revolving Period End Date, the Borrower shall have the right to permanently reduce all or a portion of the unfunded amount of the Commitments upon not less than ten (10) Business Days’ prior written notice to the Administrative Agent (with a copy to the Collateral Agent) of any such reduction, which notice shall substantially be in the form of Exhibit A-9 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce the Commitments of each Lender, pro rata, in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Dollar Equivalent of the Advances Outstanding at such time. Any notice of reduction delivered to Administrative Agent shall be irrevocable. (ii) The reduction of the Commitments pursuant to Section 2.3(c)(i) shall be permanent and in an amount not less than $5,000,000 and the Commitments, once reduced, shall not be reinstated. The reduction of the Commitments pursuant to this Section 2.3(c) shall be applied ratably among the Lenders in accordance with their respective Pro Rata Share. Simultaneously with the reduction of the Commitments pursuant to this Section 2.3(c), Borrower shall pay to the Lenders in accordance with their Pro Rata Share the applicable Commitment Reduction Fee payable hereunder in respect of the amount of the Commitments so reduced. Upon receipt thereof by of a notice of reduction from the Borrower of Cash Proceeds from any Asset Sale (other than Asset Sales not exceeding $250,000 in the aggregate during the term of this Agreementpursuant to Section 2.3(c)(i), the Commitment Administrative Agent shall be permanently reduced by an amount equal to 100% promptly notify each Lender of the Net Cash Proceeds from contents thereof and of such Asset SaleLender’s ratable share of such reduction. (biii) On Except in the date case of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% a reduction of the proceeds (net all Commitments and repayment in full of underwriting discounts, commissions and other reasonable costs associated therewith) of the incurrence of any Indebtedness by the Borrower, other than Indebtedness permitted by Section 7.04 as in effect all Advances Outstanding on the date hereof. (c) On the date of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% of the cash proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of any sale or issuance of its equity (other than the Preferred Stock and proceeds from the exercise of options not to exceed $250,000 during any fiscal year) and 100% of any amount of cash received by the Borrower in connection with any contribution to its capital. (d) On the date of receipt thereof by the Borrower of cash proceeds from any Recovery Event, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds of such Recovery Event (after deducting reasonable expenses in realizing such proceeds), provided that if the Borrower intends to use such insurance proceeds or condemnation award to replace or repair the affected propertyTermination Date, the Borrower may use will not reduce the Commitments if, after giving effect to such proceeds reduction, it would result in (x) an Unfunded Exposure Shortfall or awards (not exceeding $500,000 in aggregate amount during the term of this Agreement) to purchase such replacement property or make such repairs within 30 days after such Recovery Event and shall deliver to the Lender written evidence of the use of such proceeds or award for such purpose. (e) The Commitment shall be terminated in full on the earliest to occur of: (iy) the Maturity Date, (ii) if the shareholders of the Borrower disapprove of the sale of shares pursuant to the Securities Purchase Agreement, 45 days after such disapproval, (iii) the fourth monthly anniversary of the Effective Date, if the shareholders of the Borrower fail, within four months after the Effective Date, to approve or disapprove the sale of securities pursuant to the Securities Purchase Agreement, or (iv) the fourth monthly anniversary of the Effective Date, if the purchase of all securities pursuant to the Securities Purchase Agreement does not occur on or before such fourth monthly anniversary (other Facility Amount being less than by reason of breach by the Purchaser (as defined in the Securities Purchase Agreement) of its obligation under the Securities Purchase Agreement)$10,000,000.

Commitment Reductions. (a) On The Issuer may not reduce the Commitments at any time during the Non-Reduction Period unless, in each case, any such Commitment reduction is necessary to comply with any asset coverage ratio required to be maintained by the Issuer pursuant to Section 18 of the Investment Company Act. At any time after the Non-Reduction Period, the Issuer may, from time to time on any Payment Date, voluntarily reduce, in whole or in part, the amount of the Total Maximum Commitment; provided, that (i) all such reductions shall (x) require at least five Business Days' prior notice to the Trustee, the Note Agent and the Rating Agencies, and (y) permanently reduce the Total Maximum Commitment by the amount of such reduction (such reduction permanently reducing the amount resulting from each calculation of Total Maximum Commitment thereafter), (ii) any partial reduction of the Total Maximum Commitment shall be in a minimum amount of $5,000,000 and in an integral multiple of $1,000,000 for amounts in excess thereof, and (iii) no such reduction shall reduce the Commitments to an amount less than the Aggregate Outstanding Amount, unless a mandatory Prepayment of the Notes shall be made on the date of receipt thereof by such reduction pursuant to Section 9.1(a). Notwithstanding the Borrower foregoing, the Issuer will have the right to (i) terminate the Commitment of Cash Proceeds from any Asset Sale Holder pursuant to Section 9.3(b), and (other than Asset Sales not exceeding $250,000 ii) terminate the Commitment of any Holder that fails to satisfy the Rating Criteria in accordance with and under the circumstances described in the aggregate during the term of this Note Purchase Agreement), the Commitment shall be permanently reduced by an amount equal to 100% of the Net Cash Proceeds from such Asset Sale. (b) On If, as a result of any Change in Law, the Issuer is required to pay any Tax Gross-Up Amount or any Increased Costs to any Holder, then in each such case the Issuer shall have the right to (i) replace such Holder with another Permitted Holder or (ii) terminate the Commitment of such Holder. In the event the Issuer elects to replace any such Holder or terminate the Commitment of any such Holder pursuant to this paragraph (b), the Issuer will give 10 Business Days advance notice thereof to such Holder, the Trustee and the Note Agent and will, on the date of replacement of such Holder or the date of the receipt thereof by the Borrower, termination of the Commitment shall of such Holder, pay or cause to be permanently reduced by paid to the Trustee for the benefit of such Holder an amount equal to 100% the outstanding principal amount of the proceeds (net of underwriting discountsBorrowings owing to such Holder, commissions the accrued and other reasonable costs associated therewith) of the incurrence of unpaid interest thereon and any Indebtedness by the Borrower, other than Indebtedness permitted by Section 7.04 as in effect on the date hereof. (c) On Additional Costs owing through the date of such prepayment or termination; provided, however, that notwithstanding the receipt thereof by foregoing, if such Holder transfers its Notes (subject to all applicable conditions set forth in this Indenture and the Borrower, Note Purchase Agreement relating to the Commitment shall be permanently reduced by transfer of an amount equal interest in any Note) to 100% of the cash proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of any sale or issuance of its equity (other than the Preferred Stock and proceeds from the exercise of options not to exceed $250,000 during any fiscal year) and 100% of any amount of cash received by the Borrower in connection with any contribution to its capital. (d) On the date of receipt thereof by the Borrower of cash proceeds from any Recovery Event, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds Affiliate of such Recovery Event (after deducting reasonable expenses in realizing Holder within such proceeds), provided that if the Borrower intends to use such insurance proceeds or condemnation award to replace or repair the affected property, the Borrower may use such proceeds or awards (not exceeding $500,000 in aggregate amount during the term of this Agreement) to purchase such replacement property or make such repairs within 30 days after such Recovery Event 10 Business Day period and shall deliver to the Lender written evidence of the use as a result of such proceeds transfer the Issuer is no longer required to pay any Tax Gross-Up Amount or award for such purpose. (e) The Commitment any Increased Costs, then the Issuer shall not be terminated permitted to exercise the rights referenced in full on the earliest to occur of: subclauses (i) the Maturity Date, and (ii) if above at the shareholders end of the Borrower disapprove of the sale of shares pursuant to the Securities Purchase Agreement, 45 days after such disapproval, (iii) the fourth monthly anniversary of the Effective Date, if the shareholders of the Borrower fail, within four months after the Effective Date, to approve or disapprove the sale of securities pursuant to the Securities Purchase Agreement, or (iv) the fourth monthly anniversary of the Effective Date, if the purchase of all securities pursuant to the Securities Purchase Agreement does not occur on or before such fourth monthly anniversary (other than by reason of breach by the Purchaser (as defined in the Securities Purchase Agreement) of its obligation under the Securities Purchase Agreement)10 Business Day period.

Commitment Reductions. (ai) On Prior to the Revolving Period End Date, the Borrower shall have the right to permanently reduce all or a portion of the unfunded amount of the Commitments upon not less than ten (10) Business Days’ prior written notice to the Administrative Agent (with a copy to the Collateral Custodian) of any such reduction, which notice shall substantially be in the form of Exhibit A-10 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce the Commitments of each Lender, pro rata, in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Advances Outstanding at such time. Any notice of reduction delivered to Administrative Agent shall be irrevocable. (ii) The reduction of the Commitments pursuant to Section 2.3(c)(i) shall be permanent and in an amount not less than $10,000,000 and the Commitments, once reduced, shall not be reinstated. The reduction of the Commitments pursuant to this Section 2.3(c) shall be applied ratably among the Lenders in accordance with their respective Pro Rata Share. Upon receipt thereof by of a notice of reduction from the Borrower of Cash Proceeds from any Asset Sale (other than Asset Sales not exceeding $250,000 in the aggregate during the term of this Agreementpursuant to Section 2.3(c)(i), the Commitment Administrative Agent shall be permanently reduced by an amount equal to 100% promptly notify each Lender of the Net Cash Proceeds from such Asset Sale. (b) On the date of the receipt contents thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of the incurrence of any Indebtedness by the Borrower, other than Indebtedness permitted by Section 7.04 as in effect on the date hereof. (c) On the date of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% of the cash proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of any sale or issuance of its equity (other than the Preferred Stock and proceeds from the exercise of options not to exceed $250,000 during any fiscal year) and 100% of any amount of cash received by the Borrower in connection with any contribution to its capital. (d) On the date of receipt thereof by the Borrower of cash proceeds from any Recovery Event, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds of such Recovery Event (after deducting reasonable expenses in realizing such proceeds), provided that if the Borrower intends to use such insurance proceeds or condemnation award to replace or repair the affected property, the Borrower may use such proceeds or awards (not exceeding $500,000 in aggregate amount during the term of this Agreement) to purchase such replacement property or make such repairs within 30 days after such Recovery Event and shall deliver to the Lender written evidence of the use Lender’s ratable share of such proceeds or award for such purposereduction. (e) The Commitment shall be terminated in full on the earliest to occur of: (i) the Maturity Date, (ii) if the shareholders of the Borrower disapprove of the sale of shares pursuant to the Securities Purchase Agreement, 45 days after such disapproval, (iii) the fourth monthly anniversary of the Effective Date, if the shareholders of the Borrower fail, within four months after the Effective Date, to approve or disapprove the sale of securities pursuant to the Securities Purchase Agreement, or (iv) the fourth monthly anniversary of the Effective Date, if the purchase of all securities pursuant to the Securities Purchase Agreement does not occur on or before such fourth monthly anniversary (other than by reason of breach by the Purchaser (as defined in the Securities Purchase Agreement) of its obligation under the Securities Purchase Agreement).

Commitment Reductions. (a) On The Borrowing Base and the date of receipt thereof by the Borrower of Cash Proceeds from any Asset Sale (other than Asset Sales not exceeding $250,000 in the aggregate during the term of this Agreement), the Revolving Commitment shall be permanently reduced from time to time as a result of an Unscheduled Redetermination upon the sale of Oil and Gas Properties by an amount equal determined by Banks pursuant to 100% Section 7(b) hereof (the "Monthly Commitment Reduction). If, as a result of any such reduction in the Borrowing Base, the Total Outstandings ever exceed the Borrowing Base then in effect, the Borrowers shall make the mandatory prepayment of principal required pursuant to Section 9(b) hereof. Initially, the Monthly Commitment Reduction will be zero ($0.00) and will remain at such amount until redetermined in a subsequent determination of the Net Cash Proceeds from such Asset SaleBorrowing Base pursuant to Section 7(b) below. The Monthly Commitment Reduction will be redetermined in conjunction with each subsequent determination of the Borrowing Base pursuant to Section 7(b). 7. The first sentence of Subsection "(b) On the date )", Subsequent Determinations of Borrowing Base, of Section 7 of the receipt thereof Agreement, Borrowing Base, is hereby amended and restated in its entirety as follows: Subsequent determinations of the Borrowing Base and Monthly Commitment Reduction shall be made by the BorrowerBanks at lease semi-annually based on engineering reports effectively dated January 1 and July 1 of each year beginning July 1, 2000 or as otherwise required to accommodate Unscheduled Redeterminations. 8. The fifth (5th) sentence from the end of SubSection (b), Subsequent Determinations of Borrowing Base, of Section 7 of the Agreement, Borrowing Base, is hereby amended and restated in its entirety as follows: If at any time any of the Oil and Gas Properties are sold, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of the incurrence of any Indebtedness by the Borrower, other than Indebtedness permitted by Section 7.04 as Borrowing Base then in effect on the date hereofmay be reduced as a result of an Unscheduled Redetermination. (c) On 9. The phrase "sales made with the date consent of the receipt thereof by the BorrowerMajority Banks which are made pursuant to, the Commitment shall be permanently reduced by an amount equal to 100% of the cash proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of any sale or issuance of its equity (other than the Preferred Stock and proceeds from the exercise of options not to exceed $250,000 during any fiscal year) and 100% of any amount of cash received by the Borrower in connection with any contribution to its capital. (d) On the date of receipt thereof by the Borrower of cash proceeds from any Recovery Event, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds of such Recovery Event (after deducting reasonable expenses in realizing such proceeds), provided that if the Borrower intends to use such insurance proceeds or condemnation award to replace or repair the affected property, the Borrower may use such proceeds or awards (not exceeding $500,000 in aggregate amount during the term of this Agreement) to purchase such replacement property or make such repairs within 30 days after such Recovery Event and shall deliver to the Lender written evidence of the use of such proceeds or award for such purpose. (e) The Commitment shall be terminated in full on the earliest to occur of: compliance with, Section 12(r) hereof" is hereby deleted from part "(i) the Maturity Date, (ii) if the shareholders B)" of the Borrower disapprove of the sale of shares pursuant to the Securities Purchase Agreement, 45 days after such disapproval, (iii) the fourth monthly anniversary of the Effective Date, if the shareholders of the Borrower fail, within four months after the Effective Date, to approve or disapprove the sale of securities pursuant to the Securities Purchase Agreement, or (iv) the fourth monthly anniversary of the Effective Date, if the purchase of all securities pursuant to the Securities Purchase Agreement does not occur on or before such fourth monthly anniversary (other than by reason of breach by the Purchaser (as defined in the Securities Purchase Agreement) of its obligation under the Securities Purchase Agreement).sub-paragraph "