Special Determinations Clause Samples
Special Determinations. In addition to the redeterminations of the Borrowing Base pursuant to subsection (a) of this section, Borrower and Administrative Agent (or Administrative Agent at the request of Required Lenders) may each request additional determinations (“Special Determinations”) of the Borrowing Base from time to time; provided, that (i) Borrower may not request more than three (3) Special Determinations in any calendar year and no more than two (2) Special Determinations between Scheduled Determinations, and (ii) Administrative Agent (or Administrative Agent at the request of Required Lenders) may not request more than three (3) Special Determinations in any calendar year and no more than two (2) Special Determinations between Scheduled Determinations (unless such request occurs during the continuance of an Event of Default). In the event Administrative Agent (or Administrative Agent at the request of Required Lenders) requests such a Special Determination, Administrative Agent shall promptly deliver notice of such request to Borrower and Borrower shall, within twenty (20) days following the date of such request, deliver to Lenders an Engineering Report prepared by Staff Engineers as of the last day of the calendar month preceding the date of such request and audited by Independent Engineers (or prepared by Independent Engineers) and such other information which Administrative Agent shall have reasonably requested. In the event Borrower requests a Special Determination, Borrower shall deliver written notice of such request to Lenders which shall include (i) an Engineering Report prepared by Staff Engineers as of a date not more than thirty (30) days prior to the date of such request (or, in the case of a request made on the 31st day of any calendar month, thirty-one (31) days); provided that if Administrative Agent so requests in connection with an Asset Acquisition, such Engineering Report shall be prepared by Independent Engineers, (ii) the amount of the Borrowing Base requested by Borrower and to become effective on the Determination Date applicable to such Special Determination, and (iii) such other information which Administrative Agent shall have reasonably requested. Upon receipt of such Engineering Report and other information, Administrative Agent shall, subject to approval of Required Lenders, or all Lenders in the event of a proposed increase in the Borrowing Base, redetermine the Borrowing Base in accordance with the procedure set forth in subsection (a) o...
Special Determinations. Any extension of the 364 Day Tranche Repayment Date shall be made in accordance with Section 2.5 and otherwise any amendment of any obligation between the Borrower and Lenders, shall be made by agreement between the Borrower and Majority Lenders;
Special Determinations. In addition to the periodic determinations of Individual Collateral Values and Individual Collateral Value Reduction Amounts pursuant to paragraph (i) above, the Agent shall also redetermine the Individual Collateral Values and Individual Collateral Value Reduction Amounts (w) upon the request of the Borrowers one additional time per year, (x) upon the request of the Required Banks one additional time per year, (y) upon the request of the Required Banks at any time after the occurrence of a default under Section 9 hereof, and (z) at any time that any Loan Party sells or otherwise disposes of any material part of the Property (which sale or other disposition is subject to the prior written consent of the Banks, which consent shall be in the Banks' sole and absolute discretion). Each of the foregoing special redeterminations shall be made in accordance with Subsections 2.2(c) and 2.3 based upon such Engineering Reports and other information provided by the Borrowers as requested by the Agent, and must be approved by the Banks.
Special Determinations. (a) In addition to the Periodic Determinations, the Borrowers may request two Determinations in each six month period commencing on May 1 and November 1 of each year in conjunction with the Borrowers proposed acquisition of additional oil and gas properties (a "SPECIAL Determination"). With each request for a Special Determination, the Borrowers shall deliver to the Banks a Reserve Report prepared within 180 days prior to the date of such request. The Reserve Report shall evaluate the reserves attributable to the oil and gas properties to be acquired (such properties are herein called the "ADDITIONAL PROPERTIES") and shall include, without limitation, a description of reserves which relate to the Additional Properties, net revenue interests and working interests attributable to such reserves, rates of production, gross revenues, operating expenses, ad valorem taxes, projected capital expenditures necessary to cause the Additional Properties to achieve the rate of production set forth in the Reserve Report, net revenues and present value of future net revenues attributable to such reserves and production therefrom, and a statement of the assumptions upon which such determinations were made.
(b) Upon each request for a Special Determination, the Banks will review the Borrowing Base within 30 days from receipt by the Banks of all pertinent information, and Agent will advise the Borrowers of the Banks' decision, which will be at the Banks' sole discretion and will be determined in accordance with Section 3.01. If, in conjunction with a Special Determination, the Borrowers submit to the Banks for their review Additional Properties and the Banks elect to increase the Borrowing Base, the increase in the Borrowing Base will be effective as of the date upon which the Borrowers execute and deliver to the Banks appropriate documents reflecting an appropriate amendment to this Agreement.