Common use of Conditional Forbearance Clause in Contracts

Conditional Forbearance. 1.1 The Lender hereby conditionally agrees from the Effective Date to forbear from exercising any Remedies until the earliest of: (a) the occurrence or existence of any event or condition that constitutes and Event of Default, other than an Existing Default; (b) the Lender determines that negotiations for agreeing on the terms of a longer-term conditional forbearance or comprehensive restructuring plan are not being carried out in good faith by the Borrower which includes providing to the Lender: a. by September 13, 2010 a comprehensive strategic restructuring plan (the “Strategic Restructuring Plan”) which shall include for the Borrower monthly financial reports, including actual and projected profit and loss, balance sheet and cash flow, for 36 months together with details of a proposed debt restructuring which includes immediate repayment of all accrued interest and a plan to repay the balance of the Loan over the projected period; and b. by September 20, 2010, conducting a meeting the purpose of which is to review the Strategic Restructuring Plan by and among the management of the Borrower, including Mirgaly Kunaev, the Lender, EBRD and Great Energy Services LLC or its advisor Alfa Capital Partners; (c) the date on which any other lender or creditor of the Borrower, including but not limited to EBRD and Altima Central Asia (Master) Fund Ltd, declares a default under its lending or credit agreement and declares such debt obligation of the Borrower immediately due and payable; (d) the date on which the Borrower, or any other member of the Group, without a prior written consent by the Lender has agreed to sell, transfer or dispose of any material asset (excluding receivables); (e) the date on which the Borrower, or any other member of the Group, without a prior written consent by the Lender has agreed to sell, transfer or dispose of receivables with a face value in excess of $100,000 in one or a series of transactions; (f) the date on which the Borrower, or any other member of the Group, without a prior written consent by the Lender incurs, any capital expenditures in excess of $100,000 in one or a series of transactions; (g) the Borrower takes any action whatsoever which adversely impacts or is intended to adversely impact the Borrower, or any other member of the Group; and (h) September 22, 2010 (such period of time from the Effective Date until the earliest to occur of the foregoing events is hereinafter referred to as the “Forbearance Period”). The Borrower covenants to immediately notify the Lender of the occurrence of any of the event referred to in sub-clauses 1.1(a), (c), (d), (e), (f) and (g). 1.2 Nothing in the foregoing, or in any other provision of this Conditional Forbearance, shall be construed to waive the Existing Defaults, which remain Events of Default. From and after the termination or expiration of the Forbearance Period, and without notice, the Lender may at any time and from time to time exercise such of the Remedies as it deems appropriate

Conditional Forbearance. 1.1 The Lender hereby conditionally agrees from the Effective Date to forbear from exercising any Remedies until the earliest of: (a) the occurrence or existence of any event or condition that constitutes and Event of Default, other than an Existing Default; (b) the Lender determines that negotiations for agreeing on the terms of a longer-term conditional forbearance or comprehensive restructuring plan are not being carried out in good faith by the Borrower which includes providing to the Lender: a. by September 13, 2010 a comprehensive strategic restructuring plan (the “Strategic Restructuring Plan”) which shall include for the Borrower monthly financial reports, including actual and projected profit and loss, balance sheet and cash flow, for 36 months together with details of a proposed debt restructuring which includes immediate repayment of all accrued interest and a plan to repay the balance of the Loan over the projected period; and b. by September 20, 2010, conducting a meeting the purpose of which is to review the Strategic Restructuring Plan by and among the management of the Borrower, including Mirgaly Kunaev, the Lender, EBRD and Great Energy Services LLC or its advisor Alfa Capital PartnersAltima Central Asia (Master) Fund Ltd; (c) August 27, 2010, if Altima Central Asia (Master) Fund Ltd has not agreed to forbear against the exercise of any of its remedies it may have against the Borrower; (d) the date on which any other lender or creditor of the Borrower, including but not limited to EBRD and Altima Central Asia (Master) Fund Ltd, declares a default under its lending or credit agreement and declares such debt obligation of the Borrower immediately due and payable; (de) the date on which the Borrower, or any other member of the Group, without a prior written consent by the Lender has agreed to sell, transfer or dispose of any material asset (excluding receivables); (ef) the date on which the Borrower, or any other member of the Group, without a prior written consent by the Lender has agreed to sell, transfer or dispose of receivables with a face value in excess of $100,000 in one or a series of transactions; (fg) the date on which the Borrower, or any other member of the Group, without a prior written consent by the Lender incurs, any capital expenditures in excess of $100,000 in one or a series of transactions; (gh) the Borrower takes any action whatsoever which adversely impacts or is intended to adversely impact the Borrower, or any other member of the Group; and (hi) September 22, 2010 (such period of time from the Effective Date until the earliest to occur of the foregoing events is hereinafter referred to as the “Forbearance Period”). The Borrower covenants to immediately notify the Lender of the occurrence of any of the event referred to in sub-clauses 1.1(a), (c), (d), (e), (f) and (gd). 1.2 Nothing in the foregoing, or in any other provision of this Conditional Forbearance, shall be construed to waive the Existing Defaults, which remain Events of Default. From and after the termination or expiration of the Forbearance Period, and without notice, the Lender may at any time and from time to time exercise such of the Remedies as it deems appropriate