Common use of Determinations, Etc Clause in Contracts

Determinations, Etc. Notwithstanding any other provision of this Agreement to the contrary, all determinations and redeterminations and adjustments by the Administrative Agent (and any determinations and decisions by each of the Banks or Majority Banks in connection therewith, or in connection with the provisions of Section 2.10 or 9.22, including any thereof approving or disapproving a proposed redetermination or redetermination by the Administrative Agent or effecting any adjustment to any element included in a Reserve Evaluation Report or the determination or redetermination of the Borrowing Base) shall be made on a reasonable basis, in good faith and in a manner reasonably consistent with their loan parameters for similar production loans for similarly situated companies and consistent with the basis on which the initial Borrowing Base was determined to be acceptable to the Banks (but after giving effect to changes in facts and circumstances occurring after the date of such initial determination including, but not limited to, reserves and production, operating expenses, Commodity Hedging Agreement and economic assumptions with respect to price of Hydrocarbons and inflation), and any such determination, redetermination or adjustment shall consider any other relevant information or factors, including without limitation, any additional Indebtedness or other obligations that have been incurred or that the Borrower and its Restricted Subsidiaries intend or expect to incur that the Majority Banks may deem appropriate, provided that, unless otherwise accepted by the Majority Banks, no Hydrocarbon Properties acquired by any Subsidiary of the Borrower shall be included in the calculation of the Borrowing Base unless such Subsidiary is an Obligor under this Agreement.

Determinations, Etc. Notwithstanding any other provision of this Agreement to the contrary, all determinations and redeterminations and adjustments by the Administrative Agent (and any determinations and decisions by each of the Banks or Majority Banks in connection therewith, or in connection with the provisions of Section 2.10 or Section 9.22, including any thereof approving or disapproving a proposed redetermination or redetermination by the Administrative Agent or effecting any adjustment to any element included in a Reserve Evaluation Report or the determination or redetermination of the Borrowing Base) shall be made on a reasonable basis, in good faith and in a manner reasonably consistent with their loan parameters for similar production loans for similarly situated companies and consistent with the basis on which the initial Borrowing Base was determined to be acceptable to the Banks (but after giving effect to changes in facts and circumstances occurring after the date of such initial determination including, but not limited to, reserves and production, operating expenses, Commodity Hedging Agreement and economic assumptions with respect to price of Hydrocarbons and inflation), and any such determination, redetermination or adjustment shall consider any other relevant information or factors, including without limitation, any additional Indebtedness or other obligations that have been incurred or that the Borrower and its Restricted Subsidiaries intend or expect to incur that the Majority Banks may deem appropriate, ; provided that, unless otherwise accepted by the Majority Banks, no Hydrocarbon Properties acquired by any Subsidiary of the Borrower shall be included in the calculation of the Borrowing Base unless such Subsidiary is an Obligor under this Agreement; provided further that, for the period from (and including) the Closing Date to (but excluding) the Step-Up Date, the Borrowing Base shall not exceed $7,000,000.