Common use of Incurrence Clause in Contracts

Incurrence. Subject to the additional limitation in Section 9.16(a)(ii)(B) below, the Borrower will not, and will not permit any of the Subsidiary Guarantors to, enter into any Swap Agreement in respect of commodities other than such Swap Agreements entered into with Approved Counterparties and not for speculative purposes and with a duration no longer than five years from the date the applicable Swap Agreement is entered into; provided that, the Hedged Volume in any month, determined at the time such Swap Agreement is entered into and after giving effect thereto (the “Measurement Date”), shall not exceed for each month during the period during which such Swap Agreement is in effect, the greater of (A) 100% of the anticipated projected production from proved, developed, producing Oil and Gas Properties set forth in the most recently delivered Reserve Report (subject to the following sentence), and (B) volumes set forth in the grid below for the applicable period as determined (subject to the following sentence) by reference to the Reserve Report most recently delivered to the Administrative Agent: 85% of the anticipated projected production from proved Oil and Gas Properties First 24 months after the Measurement Date 75% of the anticipated projected production from proved Oil and Gas Properties Months 25 — 60 after the Measurement Date For purposes of entering into or maintaining Swap Agreement trades or transactions under this Section 9.16(a)(i), forecasts of reasonably anticipated production from the Borrower’s and its Subsidiaries’ proved Oil and Gas Properties as set forth on the most recent Reserve Report delivered pursuant to the terms of this Agreement shall be revised to account for any increase or decrease therein anticipated because of information obtained by the Borrower or any of its Subsidiaries subsequent to the publication of such Reserve Report including the Borrower’s or any of its Subsidiaries’ internal forecasts of production decline rates for existing ▇▇▇▇▇ and additions to or deletions from anticipated future production from new ▇▇▇▇▇ and completed acquisitions coming on stream or failing to come on stream.

Incurrence. Subject to the additional limitation in Section 9.16(a)(ii)(B9.16(a)(ii) (B) below, the Borrower will not, and will not permit any of the Subsidiary Guarantors to, enter into any Swap Agreement in respect of commodities other than such Swap Agreements entered into with Approved Counterparties and not for speculative purposes and or with a duration no longer than five years from the date the applicable Swap Agreement is entered into; provided that, the Hedged Volume in any month, determined at the time such Swap Agreement is entered into and after giving effect thereto (the “Measurement Date”), shall not exceed for each month during the period during which such Swap Agreement is in effect, the greater of (A) 100% of the anticipated projected production from proved, developed, producing Oil and Gas Properties set forth in the most recently delivered Reserve Report (subject to the following sentence), and (B) volumes set forth in the grid below for the applicable period as determined (subject to the following sentence) by reference to the Reserve Report most recently delivered to the Administrative Agent: 85% of the anticipated projected production from proved Oil and Gas Properties First 24 months after the Measurement Date 75% of the anticipated projected production from proved Oil and Gas Properties Months 25 — 60 after the Measurement Date For purposes of entering into or maintaining Swap Agreement trades or transactions under this Section 9.16(a)(i), forecasts of reasonably anticipated production from the Borrower’s and its Restricted Subsidiaries’ proved Oil and Gas Properties as set forth on the most recent Reserve Report delivered pursuant to the terms of this Agreement shall be revised to account for any increase or decrease therein anticipated because of information obtained by the Borrower or any of its Restricted Subsidiaries subsequent to the publication of such Reserve Report including the Borrower’s or any of its Restricted Subsidiaries’ internal forecasts of production decline rates for existing ▇▇▇▇▇ and additions to or deletions from anticipated future production from new ▇▇▇▇▇ and completed acquisitions coming on stream or failing to come on stream.

Incurrence. Subject to the additional limitation in Section 9.16(a)(ii)(B) below, the The Borrower will not, and will not permit any of the Subsidiary Guarantors to, enter into any Swap Agreement in respect of commodities other than such Swap Agreements entered into with Approved Counterparties and not for speculative purposes and with a duration no longer than five years from the date the applicable Swap Agreement is entered into; provided that, the Hedged Volume in any month, determined at the time such Swap Agreement is entered into and after giving effect thereto (the “Measurement Date”)thereto, shall not exceed for each month during the period during which such Swap Agreement is in effect, the greater lesser of (A) 100% of the anticipated projected production from proved, developed, producing Oil and Gas Properties set forth in the most recently delivered Reserve Report (subject to the following sentence)Actual PDP Volumes, and (B) the volumes set forth in the grid below for the applicable period as determined (subject to the following sentence) by reference to the Reserve Report most recently delivered to the Administrative Agent; provided further that, the volume limitation in the foregoing proviso shall not prohibit the Borrower or any Subsidiary Guarantor from entering into Swap Agreements which, when taken together with all Swap Agreements then in effect, cover up to 100% of the Projected PDP Volumes: 8570% of the anticipated projected production from proved Oil and Gas Properties First 24 12 months after the Measurement Date 75“as of” date of the most recently delivered Reserve Report 60% of the anticipated projected production from proved Oil and Gas Properties Months 13 — 24 after the “as of” date of the most recently delivered Reserve Report 50% of the anticipated projected production from proved Oil and Gas Properties Months 25 — 60 36 after the Measurement Date For purposes “as of” date of entering into or maintaining Swap Agreement trades or transactions under this Section 9.16(a)(i), forecasts the most recently delivered Reserve Report 40% of reasonably the anticipated projected production from the Borrower’s and its Subsidiaries’ proved Oil and Gas Properties Months 37 — 60 after the “as set forth on of” date of the most recent recently delivered Reserve Report delivered pursuant to the terms of this Agreement shall be revised to account for any increase or decrease therein anticipated because of information obtained by the Borrower or any of its Subsidiaries subsequent to the publication of such Reserve Report including the Borrower’s or any of its Subsidiaries’ internal forecasts of production decline rates for existing ▇▇▇▇▇ and additions to or deletions from anticipated future production from new ▇▇▇▇▇ and completed acquisitions coming on stream or failing to come on stream.Report