Common use of Title Assurances Clause in Contracts

Title Assurances. (a) Without limitation of any other requirements contained in this Agreement and the other Loan Documents, Borrower shall, in connection with each delivery of a Reserve Report hereunder, deliver to Administrative Agent title opinions (to the extent in a Loan Party’s possession) and/or other title information and data reasonably acceptable to Administrative Agent regarding the Proved Oil and Gas Properties that in the aggregate represent not less than Required Reserve Value. (b) If Borrower has provided title information for additional Proved Oil and Gas Properties under Section 7.13(a), Borrower shall, within sixty (60) days of notice from Administrative Agent that title defects or exceptions exist with respect to such additional Oil and Gas Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not Permitted Liens raised by such information, (ii) substitute acceptable Proved Oil and Gas Properties with no title defects or exceptions except for Permitted Liens having an equivalent value or (iii) deliver title information in form and substance acceptable to Administrative Agent so that Administrative Agent shall have received, together with title information previously delivered to Administrative Agent, acceptable title information on Proved Oil and Gas Properties constituting not less than Required Reserve Value. To the extent that the Administrative Agent or the Majority Lenders are not reasonably satisfied with title to any Mortgaged Property or the Borrower does not comply with the requirement to provide title information covering the Required Reserve Value, in either case, after such period of time has elapsed, such unacceptable Mortgaged Property shall not count towards the Title Coverage Minimum requirement, and the Administrative Agent may send a written notice to the Borrower and the Lenders that the PV-10 and Total PDP PV-10 for purposes of calculating asset coverage described in Section 9.3 for all purposes hereunder, shall be recalculated as determined by the Administrative Agent to exclude the property subject to a title defect or properties for which the Required Reserve Value is not satisfied that, in each case, the Borrower is unable (or has elected not) to cure. Furthermore, any properties described in such notice shall be excluded from the determination of PV-10 and Total PDP PV-10 for any other purpose of calculation under the Loan Documents unless the applicable title defect or properties for which the Required Reserve Value is not satisfied, in each case, is cured to the reasonable satisfaction of the Administrative Agent.

Title Assurances. (a) Without limitation of any other requirements contained in this Agreement and the other Loan Documents, Borrower shall, in connection with each delivery of a Reserve Report hereunder, deliver to Administrative Agent title opinions (to the extent in a Loan Party’s possession) and/or other title information and data reasonably acceptable to Administrative Agent regarding the Proved Oil and Gas Properties that in the aggregate represent not less than Required Reserve Value. (b) If Borrower has provided title information for additional Proved Oil and Gas Properties under Section 7.13(a), Borrower shall, within sixty (60) days of notice from Administrative Agent that title defects or exceptions exist with respect to such additional Oil and Gas Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not Permitted Liens raised by such information, (ii) substitute acceptable Proved Oil and Gas Properties with no title defects or exceptions except for Permitted Liens having an equivalent value or (iii) deliver title information in form and substance acceptable to Administrative Agent so that Administrative Agent shall have received, together with title information previously delivered to Administrative Agent, acceptable title information on Proved Oil and Gas Properties constituting not less than Required Reserve Value. To the extent that the . (c) If Borrower is unable to cure any title defect requested by Administrative Agent or the Majority Lenders are not reasonably satisfied with title to any Mortgaged Property be cured within the 60-day period or the Borrower does not comply with the requirement requirements to provide acceptable title information on Proved Oil and Gas Properties covering not less than the Required Reserve Value, such failure shall not be a Default, but instead Administrative Agent and/or the Required Lenders shall have the right to exercise the following remedy in either casetheir sole discretion from time to time, and any failure to so exercise this remedy at any time shall not be a waiver as to future exercise of the remedy by Administrative Agent or the Lenders. To the extent that Administrative Agent or the Required Lenders are not satisfied with title to any Proved Oil and Gas Property after such the 60-day period of time has elapsed, such unacceptable Mortgaged Proved Oil and Gas Property shall not count towards satisfying the Title Coverage Minimum requirementRequired Reserve Value, and the Administrative Agent may send a written notice to the Borrower and the Lenders that the PV-10 and Total PDP PV-10 for purposes of calculating asset coverage described in Section 9.3 for all purposes hereunder, then effective Borrowing Base shall be recalculated reduced by an amount as determined by the Administrative Agent Required Lenders to exclude cause Borrower to be in compliance with the property subject requirement to a provide acceptable title defect or properties for which information on Proved Oil and Gas Properties constituting not less than the Required Reserve Value is not satisfied that, in each case, Value. This new Borrowing Base shall become effective immediately after receipt of such notice. For the Borrower is unable (or has elected not) to cure. Furthermoreavoidance of doubt, any properties described in such notice shall be excluded from the determination of PV-10 and Total PDP PV-10 for any other purpose of calculation under the Loan Documents unless the applicable title defect or properties for which the Required Reserve Value is not satisfied, in each case, is cured to the reasonable satisfaction redetermination of the Borrowing Base pursuant to this Section 7.13(c) shall not be considered a Special Determination requested by Administrative AgentAgent within the meaning of Section 2.8(c).

Title Assurances. (a) Without limitation of any other requirements contained in this Agreement and the other Loan Documents, Borrower shall, in connection with each delivery of a Reserve Report hereunder, deliver to Administrative Agent title opinions (to the extent in a Loan Party’s possession) and/or other title information and data reasonably acceptable to Administrative Agent regarding the Proved Oil and Gas Properties that in the aggregate represent not less than Required Reserve Value. (b) If Borrower has provided title information for additional Proved Oil and Gas Properties under Section 7.13(a), Borrower shall, within sixty (60) days of notice from Administrative Agent that title defects or exceptions exist with respect to such additional Oil and Gas Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not Permitted Liens raised by such information, (ii) substitute acceptable Proved Oil and Gas Properties with no title defects or exceptions except for Permitted Liens having an equivalent value or (iii) deliver title information in form and substance acceptable to Administrative Agent so that Administrative Agent shall have received, together with title information previously delivered to Administrative Agent, acceptable title information on Proved Oil and Gas Properties constituting not less than Required Reserve Value. To the extent that the . (c) If Borrower is unable to cure any title defect requested by Administrative Agent or the Majority Lenders are not reasonably satisfied with title to any Mortgaged Property be cured within the 60-day period or the Borrower does not comply with the requirement requirements to provide acceptable title information on Proved Oil and Gas Properties covering not less than the Required Reserve Value, such failure shall not be a Default, but instead Administrative Agent and/or the Required Lenders shall have the right to exercise the following remedy in either casetheir sole discretion from time to time, and any failure to so exercise this remedy at any time shall not be a waiver as to future exercise of the remedy by Administrative Agent or the Lenders. To the extent that Administrative Agent or the Required Lenders are not satisfied with title to any Proved CREDIT AGREEMENT – Page 121 Oil and Gas Property after such the 60-day period of time has elapsed, such unacceptable Mortgaged Proved Oil and Gas Property shall not count towards satisfying the Title Coverage Minimum requirementRequired Reserve Value, and the Administrative Agent may send a written notice to the Borrower and the Lenders that the PV-10 and Total PDP PV-10 for purposes of calculating asset coverage described in Section 9.3 for all purposes hereunder, then effective Borrowing Base shall be recalculated reduced by an amount as determined by the Administrative Agent Required Lenders to exclude cause Borrower to be in compliance with the property subject requirement to a provide acceptable title defect or properties for which information on Proved Oil and Gas Properties constituting not less than the Required Reserve Value is not satisfied that, in each case, Value. This new Borrowing Base shall become effective immediately after receipt of such notice. For the Borrower is unable (or has elected not) to cure. Furthermoreavoidance of doubt, any properties described in such notice shall be excluded from the determination of PV-10 and Total PDP PV-10 for any other purpose of calculation under the Loan Documents unless the applicable title defect or properties for which the Required Reserve Value is not satisfied, in each case, is cured to the reasonable satisfaction redetermination of the Borrowing Base pursuant to this Section 7.13(c) shall not be considered a Special Determination requested by Administrative AgentAgent within the meaning of Section 2.8(c).

Title Assurances. (a) Without limitation of any other requirements contained in this Agreement and the other Loan Documents, Borrower shall, in connection with each delivery of a Reserve Report hereunder, deliver to Administrative Agent title opinions (to the extent in a Loan Party’s possession) and/or other title information and data reasonably acceptable to Administrative Agent regarding the Proved Oil and Gas Properties that in the aggregate represent not less than Required Reserve Value. (b) If Borrower has provided title information for additional Proved Oil and Gas Properties under Section 7.13(a), Borrower shall, within sixty (60) days of notice from Administrative Agent that title defects or exceptions exist with respect to such additional Oil and Gas Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not Permitted Liens raised by such information, (ii) substitute acceptable Proved Oil and Gas Properties with no title defects or exceptions except for Permitted Liens having an equivalent value or (iii) deliver title information in form and substance acceptable to Administrative Agent so that Administrative Agent shall have received, together with title information (c) If Borrower is unable to cure any title defect requested by Administrative Agent or the Lenders to be cured within the 60-day period or Borrower does not comply with the requirements to provide acceptable title information previously delivered on Proved Oil and Gas Properties covering not less than the Required Reserve Value, such failure shall not be a Default, but instead Administrative Agent and/or the Required Lenders shall have the right to exercise the following remedy in their sole discretion from time to time, and any failure to so exercise this remedy at any time shall not be a waiver as to future exercise of the remedy by Administrative AgentAgent or the Lenders. To the extent that Administrative Agent or the Required Lenders are not satisfied with title to any Proved Oil and Gas Property after the 60-day period has elapsed, such unacceptable Proved Oil and Gas Property shall not count towards satisfying the Required Reserve Value, and Administrative Agent may send a notice to Borrower and the Lenders that the then effective Borrowing Base shall be reduced by an amount as determined by the Required Lenders to cause Borrower to be in compliance with the requirement to provide acceptable title information on Proved Oil and Gas Properties constituting not less than the Required Reserve Value. To This new Borrowing Base shall become effective immediately after receipt of such notice. For the extent that avoidance of doubt, any redetermination of the Borrowing Base pursuant to this Section 7.13(c) shall not be considered a Special Determination requested by Administrative Agent or within the Majority Lenders are not reasonably satisfied with title to any Mortgaged Property or the Borrower does not comply with the requirement to provide title information covering the Required Reserve Value, in either case, after such period meaning of time has elapsed, such unacceptable Mortgaged Property shall not count towards the Title Coverage Minimum requirement, and the Administrative Agent may send a written notice to the Borrower and the Lenders that the PV-10 and Total PDP PV-10 for purposes of calculating asset coverage described in Section 9.3 for all purposes hereunder, shall be recalculated as determined by the Administrative Agent to exclude the property subject to a title defect or properties for which the Required Reserve Value is not satisfied that, in each case, the Borrower is unable (or has elected not) to cure. Furthermore, any properties described in such notice shall be excluded from the determination of PV-10 and Total PDP PV-10 for any other purpose of calculation under the Loan Documents unless the applicable title defect or properties for which the Required Reserve Value is not satisfied, in each case, is cured to the reasonable satisfaction of the Administrative Agent2.8(c).

Title Assurances. (a) Without limitation of any other requirements contained in this Agreement and the other Loan Documents, Borrower shall, in connection with each delivery of a Reserve Report hereunder, deliver to Administrative Agent title opinions (to the extent in a Loan Party’s possession) and/or other title information and data reasonably acceptable to Administrative Agent regarding the Proved Oil and Gas Properties that in the aggregate represent not less than Required Reserve Value. (b) If Borrower has provided title information for additional Proved Oil and Gas Properties under Section 7.13(a), Borrower shall, within sixty (60) days of notice from Administrative Agent that title defects or exceptions exist with respect to such additional Oil and Gas Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not Permitted Liens raised by such information, (ii) substitute acceptable Proved Oil and Gas Properties with no title defects or exceptions except for Permitted Liens having an equivalent value or (iii) deliver title information in form and substance acceptable to Administrative Agent so that Administrative Agent shall have received, together with title information previously delivered to Administrative Agent, acceptable title information on Proved Oil and Gas Properties constituting not less than Required Reserve Value. To the extent that the . (c) If Borrower is unable to cure any title defect requested by Administrative Agent or the Majority Lenders are not reasonably satisfied with title to any Mortgaged Property be cured within the 60-day period or the Borrower does not comply with the requirement requirements to provide acceptable title information on Proved Oil and Gas Properties covering not less than the Required Reserve Value, such failure shall not be a Default, but instead Administrative Agent and/or the Required Lenders shall have the right to exercise the following remedy in either casetheir sole discretion from time to time, and any failure to so exercise this remedy at any time shall not be a waiver as to future exercise of the remedy by Administrative Agent or the Lenders. To the extent that Administrative Agent or the Required Lenders are not satisfied with title to any Proved Oil and Gas Property after such the 60-day period of time has elapsed, such unacceptable Mortgaged Proved Oil and Gas Property shall not count towards satisfying the Title Coverage Minimum requirementRequired Reserve Value, and the Administrative Agent may send a written notice to the Borrower and the Lenders that the PV-10 and Total PDP PV-10 for purposes of calculating asset coverage described in Section 9.3 for all purposes hereunder, then effective Borrowing Base shall be recalculated reduced by an amount as determined by the Administrative Agent Required Lenders to exclude cause Borrower to be in compliance with the property subject requirement to a provide acceptable title defect or properties for which information on Proved Oil and Gas CREDIT AGREEMENT – Page 103 Properties constituting not less than the Required Reserve Value is not satisfied that, in each case, Value. This new Borrowing Base shall become effective immediately after receipt of such notice. For the Borrower is unable (or has elected not) to cure. Furthermoreavoidance of doubt, any properties described in such notice shall be excluded from the determination of PV-10 and Total PDP PV-10 for any other purpose of calculation under the Loan Documents unless the applicable title defect or properties for which the Required Reserve Value is not satisfied, in each case, is cured to the reasonable satisfaction redetermination of the Borrowing Base pursuant to this Section 7.13(c) shall not be considered a Special Determination requested by Administrative AgentAgent within the meaning of Section 2.8(c).