Common use of Title Information Clause in Contracts

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. At any time Borrower or any of its Restricted Subsidiaries are required to execute and deliver Mortgages to Administrative Agent pursuant to Section 5.1, Borrower shall also deliver to Administrative Agent (a) On or before the delivery such evidence of title (including but not limited to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12, the Borrower will deliver any title information in form and substance acceptable opinions available to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Borrower) as Administrative Agent shall have received together with reasonably require to verify Borrower’s or any such Restricted Subsidiary’s (as applicable) title information previously delivered to an appropriate portion of Borrower’s and its Restricted Subsidiaries’ Proved Mineral Interests (taking into account their nature as royalty interests or non-operated working interests, as applicable); provided that to the Administrative Agentextent the Recognized Value of non-operated working interests owned by Borrower and its Restricted Subsidiaries is greater than or equal to ten percent (10%) Recognized Value of Borrower and its Restricted Subsidiaries’ Proved Minerals Interests, then Borrower or any such Restricted Subsidiary shall deliver such satisfactory evidence of title information on at least covering properties comprising not less than 80% of the total value Recognized Value of the Oil all of Borrower’s and Gas Properties evaluated by such Reserve Report. its Restricted Subsidiaries’ non-operated working interests, and (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days such opinions of notice from the counsel (addressed to Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (iAgent) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with reasonably require to address the validity and perfection of the Liens created by such Mortgages. If Borrower fails to provide title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the requested under this Section 5.2 within a 90-day period following a request therefor or if Borrower is unable fails to cure any title defect requested by the Administrative Agent or the Lenders Banks to be cured within the 60a 90-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Reportfollowing such request, such default failure shall not be a Default, but instead the Administrative Agent and/or the Majority Lenders Required Banks 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 the Administrative Agent or the LendersBanks. To the extent that the Administrative Agent or the Majority Lenders Required Banks are not satisfied with title to any Mortgaged Property Mineral Interest after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders Banks that the then outstanding Borrowing Base shall be reduced by an amount as reasonably determined by the Majority Lenders to cause the Borrower Required Banks in light of such failure to be in compliance with the title requirement to provide acceptable title information on 80% set forth in clause (a) of the value first sentence of the Oil and Gas Propertiesthis Section 5.2. This new Borrowing Base shall become effective immediately after receipt of such noticenotice and any resulting Borrowing Base Deficiency shall be cured in accordance with Section 4.4.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders Holders of each Reserve Report required by Section 8.126.11(a), the Borrower Issuer will deliver title information (in form and substance reasonably acceptable to the Administrative Agent Requisite Holders) covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent Requisite Holders shall have received together with title information previously delivered to the Administrative AgentRequisite Holders, reasonably satisfactory title information on at least 8090% of on the total value PV-10 of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower Issuer has provided title information for additional Properties under Section 8.13(a6.12(a), the Borrower Issuer shall, within 60 forty-five (45) days of after notice from the Administrative Agent Requisite Holders that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 7.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) those permitted by Section 7.03 having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent Requisite Holders so that the Administrative Agent Requisite Holders shall have received, together with title information previously delivered to the Administrative AgentRequisite Holders, reasonably satisfactory title information on at least 8090% of the value PV-10 of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower Issuer is unable to cure any title defect requested by the Administrative Agent or the Lenders Requisite Holders to be cured within the 60forty-five (45) day period or the Borrower Issuer does not comply with the requirements to provide acceptable title information covering 8090% of the value PV-10 of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority Lenders Requisite Holders 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 the Administrative Agent or the LendersRequisite Holders. To the extent that the Administrative Agent or the Majority Lenders Requisite Holders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base Properties evaluated in such Reserve Report after the periods described in Section 6.12(b) have elapsed, the Issuer shall, at the request of Agent (acting at the direction of Requisite Holders) or the Requisite Holders, (i) resubmit a revised Reserve Report to the Agent (for delivery to the Holders) removing such unacceptable Oil and Gas Property and such revised Reserve Report shall become effective immediately after receipt constitute the most recently delivered Reserve Report for all purposes under this Agreement and (ii) the Asset Coverage Ratio shall be recalculated and compliance with respect to such ratio shall be based upon the revised Reserve Report delivered under clause (i) above (and, with respect to such Oil and Gas Property that is unacceptable, the Asset Coverage Ratio shall be calculated and compliance with respect to such ratio shall be subject to the terms of Section 1.05(a)(ii) for so long as title to such noticeOil and Gas Property continues to be unacceptable).

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver deliver, if requested by the Administrative Agent, title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8075% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8075% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8075% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Super-Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Super-Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8075% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Super-Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8075% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), to the extent requested by the Administrative Agent, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not reasonably satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a), the Borrower will shall deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on Hydrocarbon Interests constituting at least 8085% of the total value PV-9 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve ReportReport as determined by the Administrative Agent. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional PropertiesProperties (or such longer period as the Administrative Agent may approve in its sole discretion), either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) permitted by Section 9.03 having an equivalent or greater value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on Hydrocarbon Interests constituting at least 8085% of the value PV-9 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve ReportReport as determined by the Administrative Agent. (c) If the Borrower is unable to cure any title defect reasonably requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8085% of the value PV-9 of the Oil and Gas Borrowing Base Properties evaluated in the most recent Reserve ReportReport as determined by the Administrative Agent, such default failure shall not be a Default, but instead the Administrative Agent and/or the Majority Required Lenders shall each 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not reasonably satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80covering 85% of the value PV-9 of the Oil and Gas PropertiesBorrowing Base Properties evaluated by such Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8070% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8070% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8070% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8070% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8070% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.125.13(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that as requested by the Administrative Agent shall have received covering, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% eighty-five percent (85%) of the total present value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a5.14(a), the Borrower shall, or shall cause the applicable Loan Party to, within 60 sixty (60) days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional PropertiesProperties which are not Excepted Liens, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 7.2 raised by such information, (ii) substitute acceptable Mortgaged Oil and Gas Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% eighty-five percent (85%) of the present value of the proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower or such Loan Party is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the sixty (60-) day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Reportunder Section 5.14(a), such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged proved Oil and Gas Property after the such sixty (60-) day period has elapsed, such unacceptable Mortgaged proved Oil and Gas Property shall not count towards compliance with the 80% requirementrequirements of Section 5.14(a), and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% requirements of the value of the Oil and Gas PropertiesSection 5.14(a). This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the date that is 45 days following the delivery to the Administrative Agent and the Revolving Credit Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with satisfactory title information previously delivered to the Administrative Agent, satisfactory title information on at least 8090% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a(a), the Borrower shall, within 60 days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an aggregate equivalent value or (iii) deliver title information in form and substance acceptable to reasonably requested by the Administrative Agent so that the Administrative Agent shall have received, together with satisfactory title information previously delivered to the Administrative Agent, satisfactory title information on at least 8090% of the total value of the proved Oil and Gas Properties of the Credit Parties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8090% of the total value of the proved Oil and Gas Properties of the Credit Parties evaluated in the most recent Reserve Report, such default inability to cure or comply shall not be a Default, but instead the Administrative Agent and/or the Majority Required Revolving Credit 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 the Administrative Agent or the Required Revolving Credit Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, : such unacceptable Mortgaged Property shall not count towards the 8090% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Revolving Credit Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8090% of the total value of the proved Oil and Gas PropertiesProperties of the Credit Parties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a), the Borrower will shall deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on Hydrocarbon Interests constituting at least 8085% of the total value PV-10 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve ReportReport as determined by the Administrative Agent. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 days (or such longer period as the Administrative Agent may agree up to a maximum of thirty (30) additional days) after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional PropertiesProperties (or such longer period as the Administrative Agent may approve in its sole discretion), either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) permitted by Section 9.03 having an equivalent or greater value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on Hydrocarbon Interests constituting at least 8085% of the value PV-10 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve ReportReport as determined by the Administrative Agent. (c) If the Borrower is unable to cure any title defect reasonably requested by the Administrative Agent or the Lenders to be cured within the 60-day (or such longer period as the Administrative Agent may agree up to a maximum of thirty (30) additional days) period or the Borrower does not comply with the requirements to provide acceptable title information covering 8085% of the value PV-10 of the Oil and Gas Borrowing Base Properties evaluated in the most recent Reserve ReportReport as determined by the Administrative Agent, such default failure shall not be a Default, but instead the Administrative Agent and/or the Majority Required Lenders shall each 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not reasonably satisfied with title to any Mortgaged Property after the 60-day (or such longer period as the Administrative Agent may agree up to a maximum of thirty (30) additional days) period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80covering 85% of the value PV-10 of the Oil and Gas PropertiesBorrowing Base Properties evaluated by such Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On At any time during a Borrowing Base Period, on or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve ReportProperties, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of which satisfies the total value of the Oil and Gas Properties evaluated by such Reserve ReportTitle Coverage Requirement. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 sixty (60) days of after notice from the Administrative Agent that title defects or exceptions (excluding Excepted Liens) exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for (excluding Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definitionLiens) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of which satisfies the value of the Oil and Gas Properties evaluated by such Reserve ReportTitle Coverage Requirement. (c) If the Borrower is unable fails to cure any title defect (excluding Excepted Liens) requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not fails to comply with the requirements to provide acceptable title information covering 80% of which satisfies the value of the Oil and Gas Properties evaluated in the most recent Reserve ReportTitle Coverage Requirement, such default failure shall not be a Default, but instead the Administrative Agent and/or the Majority Required Lenders shall have the right right, at any time during a Borrowing Base Period, 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 the Administrative Agent or the Lenders. To the extent that Such remedy is to have the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, declare that such unacceptable Mortgaged Property shall not count towards the 80% requirement, Title Coverage Requirement and for the Administrative Agent may to send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of which satisfies the value of the Oil and Gas PropertiesTitle Coverage Requirement. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8075% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 90 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8075% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 6090-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8075% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8075% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Oil and Gas Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8075% of the value of the Oil and Gas Properties. This new Oil and Gas Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before before (i) the Closing Date, the Borrower will deliver title information (in form and substance reasonably satisfactory to the Administrative Agent) with respect to the Borrowing Base Properties consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located, taking into account the size, scope and number of leases and ▇▇▇▇▇ of the Borrower and its Restricted Subsidiaries as is required to demonstrate satisfactory title on eighty-five percent (85%) of the PV-9 value (excluding the PV-9 of any Production Sharing Contracts) of the Borrowing Base Properties (excluding any Oil and Gas Properties subject to Production Sharing Contracts) evaluated by the Initial Reserve Report; and (ii) the date of delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.129.13(a) following the Closing Date, the Borrower will deliver title information (in form and substance reasonably satisfactory to the Administrative Agent) with respect to the Borrowing Base Properties consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located, taking into account the size, scope and number of leases and ▇▇▇▇▇ of the Borrower and its Restricted Subsidiaries as is required to demonstrate satisfactory title on eighty-five percent (85%) of the PV-9 value (excluding the PV-9 of any Production Sharing Contracts) of the Borrowing Base Properties (excluding any Oil and Gas Properties subject to Production Sharing Contracts) evaluated by such Reserve Report; provided that with respect to any Oil and Gas Properties for which title information reasonably acceptable to the Administrative Agent covering enough was provided prior to the date of the Oil and Gas Properties evaluated current request by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory the Borrower shall be under no obligation to provide additional title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Reportinformation. (b) If the Borrower has provided title information for additional Properties has been provided under Section 8.13(a), the Borrower shall, within 60 days of notice from 9.15(a) and the Administrative Agent provides written notice to the Borrower that title defects or exceptions exist with respect to such additional Propertiesproperties, either then the Borrower shall, within sixty (60) days of its receipt of such notice (or such longer period as the Administrative Agent may agree in its reasonable discretion) (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which priority of the Collateral Agent’s Liens that are not permitted by Section 9.03 10.2) raised by such information, (ii) substitute acceptable Mortgaged Properties having an equivalent value with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or permitted by Section 10.2 and/or (iii) deliver title information (in form and substance acceptable reasonably satisfactory to the Administrative Agent Agent) so that the Administrative Agent shall have received, together with (including title information previously delivered made available to the Administrative Agent, ) reasonably satisfactory title information on at least eighty percent (80% %) of the value PV-9 of the Oil and Gas Credit Parties’ Borrowing Base Properties evaluated by such Reserve Report. (c) If any title defect or exception requested by the Administrative Agent to be cured cannot be cured or if the Borrower is unable to cure any provide reasonably acceptable title defect requested information on at least eighty percent (80%) of the PV-9 of the Credit Parties’ Borrowing Base Properties evaluated by such Reserve Report, in each case, within such sixty (60)-day period (or longer period as the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated may agree in the most recent Reserve Reportits reasonable discretion), such default shall not be a Default or Event of Default, but instead the Administrative Agent and/or the Majority and Required Lenders shall have the right to exercise adjust 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced as contemplated by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such noticeSection 2.14(g).

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to reasonably requested by the Administrative Agent pursuant to generally accepted exploration and production industry considerations, and covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil Proved Reserves of the Borrower and Gas Properties its Restricted Subsidiaries evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an aggregate equivalent value or (iii) deliver title information in form and substance acceptable to reasonably requested by the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil Proved Reserves of the Borrower and Gas Properties its Restricted Subsidiaries evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil Proved Reserves of the Borrower and Gas Properties its Restricted Subsidiaries evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, : such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil Proved Reserves of the Borrower and Gas Propertiesits Restricted Subsidiaries. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8090% of the total value of the Proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Proved Oil and Gas Properties under Section 8.13(a), the Borrower shall, within 60 days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Proved Oil and Gas Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value value, or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8090% of the value of the Proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide reasonably acceptable title information covering 8090% of the value of the Proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8090% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide reasonably acceptable title information on 8090% of the value of the Proved Oil and Gas PropertiesProperties including in the Borrowing Base. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12, the Parent Guarantor and the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Parent Guarantor and the Borrower has have provided title information for additional Properties under Section 8.13(a), the Parent Guarantor and the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Parent Guarantor and the Borrower is are unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Parent Guarantor and the Borrower does do not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Parent Guarantor, the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Parent Guarantor and the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver make available to the Administrative Agent title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with had the opportunity to review (including title information previously delivered made available to the Administrative Agent), satisfactory title information on Hydrocarbon Interests constituting at least 80% of the total value Total Proved PV-9 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on Hydrocarbon Interests constituting at least 80% of the value Total Proved PV-9 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value Total Proved PV-9 of the Oil and Gas Borrowing Base Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on Hydrocarbon Interests constituting 80% of the value Total Proved PV-9 of the Oil and Gas PropertiesBorrowing Base Properties evaluated by such Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before before (i) the Closing Date, the Borrower will deliver title information (in form and substance reasonably satisfactory to the Administrative Agent) with respect to the Borrowing Base Properties consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located, taking into account the size, scope and number of leases and ▇▇▇▇▇ of the Borrower and its Restricted Subsidiaries as is required to demonstrate satisfactory title on eighty-five percent (85%) of the PV-9 value of the Oil and Gas Properties of the Borrower and the other Credit Parties evaluated by the Initial Reserve Report; and (ii) the date of delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.129.13(a) following the Closing Date, the Borrower will deliver title information (in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered reasonably satisfactory to the Administrative Agent) with respect to the Borrowing Base Properties consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located, taking into account the size, scope and number of leases and ▇▇▇▇▇ of the Borrower and the other Credit Parties as is required to demonstrate satisfactory title information on at least 80% eighty-five percent (85%) of the total PV-9 value of the Oil and Gas Properties of the Borrower and the other Credit Parties evaluated by such Reserve Report; provided that with respect to any Oil and Gas Properties for which title information reasonably acceptable to the Administrative Agent was provided prior to the date of the current request by the Administrative Agent, the Borrower shall be under no obligation to provide additional title information. (b) If the Borrower has provided title information for additional Properties has been provided under Section 8.13(a), the Borrower shall, within 60 days of notice from 9.15(a) and the Administrative Agent provides written notice to the Borrower that title defects or exceptions exist with respect to such additional Propertiesproperties, either then the Borrower shall, within sixty (60) days of its receipt of such notice (or such longer period as the Administrative Agent may agree in its reasonable discretion) (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which priority of the Collateral Agent’s Liens that are not permitted by Section 9.03 10.2) raised by such information, (ii) substitute acceptable Mortgaged Properties having an equivalent value with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or permitted by Section 10.2 and/or (iii) deliver title information (in form and substance acceptable reasonably satisfactory to the Administrative Agent Agent) so that the Administrative Agent shall have received, together with (including title information previously delivered made available to the Administrative Agent, ) reasonably satisfactory title information on at least 80% eighty-five percent (85%) of the value PV-9 of the Oil and Gas Properties of the Borrower and the other Credit Parties evaluated by such Reserve Report. (c) If any title defect or exception requested by the Administrative Agent to be cured cannot be cured or if the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide reasonably acceptable title information covering 80% on at least eighty-five percent (85%) of the value PV-9 of the Oil and Gas Properties of the Borrower and the other Credit Parties evaluated in the most recent by such Reserve Report, in each case, within such sixty (60)-day period (or longer period as the Administrative Agent may agree in its reasonable discretion), such default shall not be a Default or Event of Default, but instead the Administrative Agent and/or the Majority and Required Lenders shall have the right to exercise adjust 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced as contemplated by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such noticeSection 2.14(g).

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 90 days of notice from the Administrative Agent that material title defects or exceptions exist with respect to such additional Properties, either (i) cure any such material title defects or exceptions (including defects or exceptions as to priority) which are that do not permitted by constitute Excepted Liens pursuant to Section 9.03 9.03, raised by such information, (ii) substitute acceptable Mortgaged Properties with no material title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (hi) of such definition) having an equivalent value value, or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any material title defect requested by the Administrative Agent or the Lenders to be cured within the 6090-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base then in effect shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before Subject to the following sentence, within thirty (30) days of delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a) (or such later date as may be acceptable to the Administrative Agent), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value Engineered Value of the Oil and Gas Properties evaluated by such Reserve Report. Notwithstanding the foregoing, in connection with the Reserve Report delivered for the Borrowing Base redetermination effected under Amendment No. 9, within forty-five (45) days after the Amendment No. 9 Effective Date (or such later date as may be acceptable to the Administrative Agent, but in any event, not later than sixty (60) days after the Amendment No. 9 Effective Date), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the Engineered Value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties which constitute Oil and Gas Properties and with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and clause (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property that constitutes Oil and Gas Properties after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Super-Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Super-Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Super-Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority Lenders shall have the right to exercise the following remedy in their sole reasonable 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas PropertiesProperties evaluated in the most recent Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8090% of the total value of the Oil and Gas Properties Proved Reserves evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 sixty (60) days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8090% of the value of the Oil and Gas Properties Proved Reserves evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the sixty (60-) day period or the Borrower does not comply with the requirements to provide reasonably acceptable title information covering 8090% of the value of the Oil and Gas Properties Proved Reserves evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not reasonably satisfied with title to any Mortgaged Property after the sixty (60-) day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8090% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide reasonably acceptable title information on 8090% of the value of the Oil and Gas PropertiesProved Reserves. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.1(c), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together be satisfied with the status of title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties proved Mineral Interests evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties Mineral Interests under Section 8.13(a8.18(a), the Borrower shall, within 60 days of notice from the Administrative Agent that material title defects or exceptions exist with respect to such additional PropertiesMineral Interests, either (i) cure any such material title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 9.4 raised by such information, (ii) substitute acceptable Mortgaged Properties with no material title defects or exceptions except for Excepted Permitted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together be satisfied with the status of title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties proved Mineral Interests evaluated by such Reserve Report. (c) If the Borrower is unable to cure any material title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of to the value of the Oil and Gas Properties Mineral Interests evaluated in the most recent Reserve Report, such default shall not be a Potential Default, but instead the Administrative Agent and/or the Majority Determining 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied any material title defect exists with title respect to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base Total PV shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas PropertiesDetermining Lenders. This new Borrowing Base Total PV shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, satisfactory title information (as appropriate for the various categories of Proved Reserves) on at least 80% seventy percent (70%) of the total value of the Oil and Gas Properties PDP Reserves evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Proved Oil and Gas Properties under Section 8.13(a), ) the Borrower shall, within 60 sixty (60) days (or such longer period of time as may be acceptable to the Administrative Agent in its sole discretion) after notice from the Administrative Agent that title defects or exceptions (excluding Permitted Liens) exist with respect to such additional Proved Oil and Gas Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) information satisfactory to the Administrative Agent and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% seventy percent (70%) of the total value of the Oil and Gas Properties PDP Reserves evaluated by such in the most recently delivered Reserve Report. (c) If the Borrower is unable fails to cure any title defect (excluding Permitted Liens) requested by the Administrative Agent or the Lenders to be cured within the 60-day period (or such longer period of time as may be acceptable to the Administrative Agent in its sole discretion) or the Borrower does not fails to comply with the requirements to provide acceptable title information covering 80% at least seventy percent (70%) of the total value of the Oil and Gas Properties PDP Reserves evaluated in the most recent Reserve Report, such default failure shall not be a Default or an Event of Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that Such remedy is to have the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, declare that such unacceptable Mortgaged Property shall not count towards the 8070% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Propertiesas provided in Section 8.13(a). This new Borrowing Base shall become effective immediately after the Borrower’s receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8070% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8070% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8070% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8070% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8070% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a) and at such other times as Agent shall reasonably request, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value Recognized Value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value Recognized Value of the proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value Recognized Value of the proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority Lenders shall have the right to exercise the following remedy in their its 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are is not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders Administrative Agent to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value Recognized Value of the proved Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a)‎, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section ‎Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section ‎Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent they shall have received, together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements requirement to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, requirement and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the total value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8075% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 90 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8075% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 6090-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8075% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8075% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8075% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Borrowing Base Properties of the type set forth in clause (a) of the definition thereof evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8090% of the total value PV-9 of the Oil and Gas Borrowing Base Properties of the type set forth in clause (a) of the definition thereof evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 thirty (30) days of (or such longer time period as may be agreed to by the Administrative Agent in its sole discretion) after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8090% of the value PV-9 of the Oil and Gas Borrowing Base Properties of the type set forth in clause (a) of the definition thereof evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period of time required by clause (b) above or the Borrower does not comply with the requirements to provide acceptable title information covering 80at least 90% of the value PV-9 of the Oil and Gas Borrowing Base Properties of the type set forth in clause (a) of the definition thereof evaluated in the most recent Reserve Report, such default failure shall not be a Default or Event of Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day such period of time has elapsed, such unacceptable Mortgaged Property shall not count towards the 8090% requirement, and the Administrative Agent may, or the Required Lenders may direct the Administrative Agent to, send a notice (such notice, an “Uncured Title Defect Notice”) to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80covering at least 90% of the value PV-9 of the Oil and Gas PropertiesBorrowing Base Properties of the type set forth in clause (a) of the definition thereof evaluated by such Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such noticein accordance with Section 2.07(g).

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together be reasonably satisfied with the status of title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 90 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together be reasonably satisfied with the status of title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 6090-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of to the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of to the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On (i) Prior to Discharge of First Lien Non-Excluded Obligations, concurrently with delivery thereof to the First Lien Administrative Agent or (ii) upon Discharge of First Lien Non-Excluded Obligations, on or before the delivery to the Administrative Agent and (for delivery to the Lenders Holders) of each Reserve Report required by Section 8.128.12(a), the Borrower Issuer will deliver title information to the Agent (for delivery to the Holders) in form and substance acceptable to the Requisite Holders (provided that prior to Discharge of First Lien Non-Excluded Obligations, title information acceptable to the First Lien Administrative Agent shall be deemed acceptable to the Requisite Holders) covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report (which may be the Initial Reserve Report), so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the total value PV-9 of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower Issuer has provided title information for additional Properties under Section 8.13(a), the Borrower Issuer shall, within 60 days of after notice from the Administrative Agent or the Holders, which notice must be delivered no later than 60 days after receipt of such title information by the Agent, that title defects or exceptions exist with respect to such additional Properties, unless, prior to Discharge of First Lien Non-Excluded Obligations, such title information had previously been determined to be acceptable by the First Lien Administrative Agent, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute Collateral acceptable Mortgaged to the Requisite Holders (provided that, prior to Discharge of First Lien Non-Excluded Obligations, substitute Collateral acceptable to the First Lien Administrative Agent shall be deemed acceptable to the Holders) which constitutes Oil and Gas Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) permitted under Section 9.03 having an equivalent or greater value or (iii) deliver title information in form and substance acceptable to the Requisite Holders (provided that, prior to Discharge of First Lien Non-Excluded Obligations, title information acceptable to the First Lien Administrative Agent shall be deemed acceptable to the Requisite Holders) so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the value PV-9 of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), to the extent requested by the Administrative Agent, the Borrower will shall deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8085% of the total value PV-9 of the Oil and Gas Properties evaluated by such Reserve ReportBorrowing Base Properties. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 ninety (90) days (or such longer period of time as may be acceptable to the Administrative Agent in its sole discretion) of written notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8085% of the value PV-9 of the Oil and Gas Properties evaluated by such Reserve ReportBorrowing Base Properties. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period of time required by clause (b) above or the Borrower does not comply with the requirements to provide acceptable title information covering 80at least 85% of the value PV-9 of the Oil and Gas Properties evaluated in the most recent Reserve ReportBorrowing Base Properties, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Required Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day such period of time has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a written notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80covering at least 85% of the value PV-9 of the Oil and Gas PropertiesBorrowing Base Properties evaluated by such Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such noticein accordance with Section 2.08(b).

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with had the opportunity to review (including title information previously delivered to the Administrative Agent), satisfactory title information on Hydrocarbon Interests constituting at least 80% of the total value PV-9 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions exceptions, except for Excepted Liens (other than Excepted Liens described in clauses (e)permitted under Section 9.03, (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on Hydrocarbon Interests constituting at least 80% of the value PV-9 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value PV-9 of the Oil and Gas Borrowing Base Properties evaluated in the most recent Reserve Report, such default failure shall not be a Default, but instead the Administrative Agent and/or the Majority Lenders shall have the right to exercise the following remedy in their its 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 the Administrative Agent or the LendersAgent. To the extent that the Administrative Agent or the Majority Lenders are is not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on Hydrocarbon Interests constituting 80% of the value PV-9 of the Oil and Gas PropertiesBorrowing Base Properties evaluated by such Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide reasonably acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not reasonably satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide reasonably acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders Holders of each Reserve Report required by Section 8.1210.15(a), the Borrower Company will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least status of title to 80%, based on value, of the Company’s interest in each of the w▇▇▇▇ described in such Reserve Report and 90% of the total value of the Oil and Gas Properties evaluated by lease acreage described in such Reserve Report. (b) If the Borrower Company has provided title information for additional Properties under Section 8.13(a10.16(a) (herein referred to as the “Additional Properties”), the Borrower Company shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 11.3 raised by such information, or (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least status of title to 80% of the value Company’s interest in each of the Oil w▇▇▇▇ described in the most recent Reserve Report and Gas Properties evaluated by such 90% of the lease acreage in the most recent Reserve Report. (c) If the Borrower Company is unable to cure any title defect requested by the Administrative Agent or the Lenders Holders to be cured within the 60-day period or the Borrower Company does not comply with the requirements to provide acceptable title information covering status of title to 80% of the value Company’s interest in each of the Oil w▇▇▇▇ described in the most recent Reserve Report and Gas Properties evaluated 90% of the lease acreage described in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority Lenders Required Holders 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 the Administrative Agent or the LendersRequired Holders. To the extent that the Administrative Agent or the Majority Lenders Required Holders are not satisfied with title to any Mortgaged Property Additional Properties after the 60-day period has elapsed, such unacceptable Mortgaged Property Additional Properties shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower Company and the Lenders Holders that the then outstanding Borrowing Base Risk Adjusted Present Value shall be reduced by an amount as determined by the Majority Lenders Required Holders to cause the Borrower Company to be in compliance with the requirement to provide acceptable title information on status of title to 80% of the value Company’s interest in each of the Oil w▇▇▇▇ described in the most recent Reserve Report and Gas Properties90% of the lease acreage described in the most recent Reserve Report. This new Borrowing Base Risk Adjusted Present Value shall become effective immediately after receipt of such notice.

Title Information. (a) On or before before (i) the Closing Date, the Borrower will deliver title information (in form and substance reasonably satisfactory to the Administrative Agent) with respect to the Borrowing Base Properties consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located, taking into account the size, scope and number of leases and ▇▇▇▇▇ of the Borrower and its Restricted Subsidiaries as is required to demonstrate satisfactory title on the Title Coverage Minimum; and (ii) the date of delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.129.13(a) following the Closing Date, the Borrower will deliver title information (in form and substance reasonably satisfactory to the Administrative Agent) with respect to the Borrowing Base Properties consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located, taking into account the size, scope and number of leases and ▇▇▇▇▇ of the Borrower and its Restricted Subsidiaries as is required to demonstrate satisfactory title on the Title Coverage Minimum; provided that with respect to any Oil and Gas Properties for which title information reasonably acceptable to the Administrative Agent covering enough was provided prior to the date of the Oil and Gas Properties evaluated current request by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory the Borrower shall be under no obligation to provide additional title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Reportinformation. (b) If the Borrower has provided title information for additional Properties has been provided under Section 8.13(a), the Borrower shall, within 60 days of notice from 9.14(a) and the Administrative Agent provides written notice to the Borrower that title defects or exceptions exist with respect to such additional Propertiesproperties, either then the Borrower shall, within sixty (60) days of its receipt of such notice (or such longer period as the Administrative Agent may agree in its reasonable discretion) (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which priority of the Collateral Agent’s Liens that are not permitted by Section 9.03 10.2) raised by such information, (ii) substitute acceptable Mortgaged Properties having an equivalent value with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or permitted by Section 10.2 and/or (iii) deliver title information (in form and substance acceptable reasonably satisfactory to the Administrative Agent Agent) so that the Administrative Agent shall have received, together with (including title information previously delivered made available to the Administrative Agent, ) reasonably satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve ReportTitle Coverage Minimum. (c) If any title defect or exception requested by the Administrative Agent to be cured cannot be cured or if the Borrower is unable to cure any provide reasonably acceptable title defect requested by information on at least the Title Coverage Minimum, in each case, within such sixty (60)-day period (or longer period as the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated may agree in the most recent Reserve Reportits reasonable discretion), such default shall not be a Default or Event of Default, but instead the Administrative Agent and/or the Majority and Required Lenders shall have the right to exercise adjust 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced as contemplated by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such noticeSection 2.14(g).

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Borrowing Base Properties of the type set forth in clause (a) of the definition thereof evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8085% of the total value PV-9 of the Oil and Gas Borrowing Base Properties of the type set forth in clause (a) of the definition thereof evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 thirty (30) days of (or such longer time period as may be agreed to by the Administrative Agent in its sole discretion) after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8085% of the value PV-9 of the Oil and Gas Borrowing Base Properties of the type set forth in clause (a) of the definition thereof evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period of time required by clause (b) above or the Borrower does not comply with the requirements to provide acceptable title information covering 80at least 85% of the value PV-9 of the Oil and Gas Borrowing Base Properties of the type set forth in clause (a) of the definition thereof evaluated in the most recent Reserve Report, such default failure shall not be a Default or Event of Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day such period of time has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may, or the Required Lenders may direct the Administrative Agent to, send a notice (such notice, an “Uncured Title Defect Notice”) to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80covering at least 85% of the value PV-9 of the Oil and Gas PropertiesBorrowing Base Properties of the type set forth in clause (a) of the definition thereof evaluated by such Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such noticein accordance with Section 2.07(g).

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.125.13(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that as requested by the Administrative Agent shall have received covering, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% ninety percent (90%) of the total present value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a5.14(a), the Borrower shall, or shall cause the applicable Loan Party to, within 60 sixty (60) days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional PropertiesProperties which are not Excepted Liens, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 7.2 raised by such information, (ii) substitute acceptable Mortgaged Oil and Gas Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% ninety percent (90%) of the present value of the proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower or such Loan Party is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the sixty (60-) day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Reportunder Section 5.14(a), such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged proved Oil and Gas Property after the such sixty (60-) day period has elapsed, such unacceptable Mortgaged proved Oil and Gas Property shall not count towards compliance with the 80% requirementrequirements of Section 5.14(a), and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% requirements of the value of the Oil and Gas PropertiesSection 5.14(a). This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information9.03, (ii) substitute acceptable Mortgaged Properties having an equivalent value with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8085% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8085% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of after notice from the Administrative Agent that title defects or exceptions (excluding Excepted Liens) exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for (excluding Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definitionLiens) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable fails to cure any title defect (excluding Excepted Liens) requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not fails to comply with the requirements to provide acceptable title information covering 80% of the total value of the Proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default failure shall not be a Default, but instead the Administrative Agent and/or the Majority Required Revolving Credit 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 the Administrative Agent or the Lenders. To the extent that Such remedy is to have the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, declare that such unacceptable Mortgaged Property shall not count towards the 80% requirement, requirement and for the Administrative Agent may to send a notice to the Borrower and the Revolving Credit Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Revolving Credit Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the total value of the Proved Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.125.1(e), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil Proved Reserves of the Borrower and Gas Properties evaluated by such Reserve Report its Subsidiaries that were not included in the immediately preceding Reserve Report, so such that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, satisfactory title information reasonably satisfactory to it on at least 8090% of the total value PV-10 Value of the Oil Proved Reserves of the Borrower and Gas Properties evaluated by such Reserve Reportits Subsidiaries. (b) If the Borrower has provided title information for additional Oil and Gas Properties under Section 8.13(a5.10(a), the Borrower shall, within 60 days after receipt of a notice from the Administrative Agent that material title defects or exceptions exist with respect to such additional Oil and Gas Properties, either (i) cure any such title defects or exceptions raised by such information (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information6.2, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions (except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definitionLiens) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8090% of the value PV-10 Value of the Oil Proved Reserves of the Borrower and Gas Properties evaluated by such Reserve Reportits Subsidiaries. (c) If the Borrower fails or is unable to cure any title defect or exception as requested by the Administrative Agent or the Lenders pursuant to be cured Section 5.10(b) within the 60-day period therein provided or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Reportas required by Section 5.10(a), such default failure or inability shall not be a Default or an Event of Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Majority Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied reasonably determine that material title defects or exceptions exist with title respect to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not constitute Proved Reserves for purposes of the 90% requirement in Section 5.10(b) and shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% maintain the minimum PV-10 Value of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such noticeProved Reserves pursuant to Section 5.14.

Title Information. (a) On or before In connection with the delivery to the Administrative Agent and the Lenders of each Reserve Report certificate required by under Section 8.129.13, the Borrower will deliver deliver, if reasonably requested by the Administrative Agent, title information information, that is consistent with usual and customary standards for the geographic regions in form which the Borrowing Base Properties are located and substance that is reasonably acceptable to the Administrative Agent covering enough Mortgaged Properties with a value of at least 90% of the Oil and Gas Properties evaluated by such Reserve Report that were not PV-9 value of the total Proved Developed Producing Reserves included in the immediately preceding such Reserve Report, so it being understood that the Administrative Agent shall have received together with title information previously delivered provided with respect to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Proved Developed Producing Reserves that are not Mortgaged Properties evaluated by such Reserve Reportshall not be considered “reasonably satisfactory.” (b) If the Borrower has provided title information for additional Properties Proved Developed Reserves under Section 8.13(a), 9.14(a) the Borrower shall, within 60 sixty (60) days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional PropertiesProved Developed Reserves, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no satisfactory title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) information having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8090% of the PV-9 value of the Oil and Gas Properties evaluated by total Proved Developed Producing Reserves included in such Reserve Report. (c) If the Borrower is unable fails to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period pursuant to Section 9.14(b) or the Borrower does not fails to comply with the requirements to provide acceptable title information covering 80at least 90% of the PV-9 value of the Oil and Gas Properties evaluated total Proved Developed Producing Reserves included in the most recent such Reserve Report, such default failure shall not be a Default or an Event of Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that Such remedy is to have the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, declare that such unacceptable Mortgaged Property shall not count towards the 8090% requirement, as the case may be, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Propertiesas provided in Section 9.14(a). This new Borrowing Base shall become effective immediately after the Borrower’s receipt of such noticenotice and such redetermination shall not constitute an Interim Redetermination.

Title Information. (a) On Notwithstanding anything set forth herein or in the other Loan Documents to the contrary, on or prior to the Closing Date, the Loan Parties shall deliver title reports and information on the Proved Reserves that comprise at least seventy-five percent (75%) of the total present value of all the Proved Reserves included in the Borrowing Base Properties. All such title reports and information shall be in form and substance that is customary and usual for such Proved Reserves and shall be in form and substance reasonably satisfactory to the Administrative Agent (the “Required Title Information”). Additionally, on or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12delivered after the Closing Date, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent Required Title Information covering enough of the Oil and Gas Proved Reserves included in the Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information the Required Title Information previously delivered to the Administrative Agent, satisfactory title information the Required Title Information on at least 8075% of the total present value of the Oil and Gas Proved Reserves included in the Borrowing Base Properties evaluated by such Reserve Report. (b) If At any time that the Borrower has provided title information the Required Title Information for additional Properties Proved Gas Collateral under Section 8.13(a8.1.18(a), the Borrower shall, within 60 sixty (60) days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional PropertiesProved Gas Collateral, either (i) cure to the reasonable satisfaction of the Administrative Agent any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 Permitted Liens raised by such information, (ii) substitute acceptable Mortgaged Properties Proved Reserves with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e)Permitted Liens, (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent additional Required Title Information so that the Administrative Agent shall have received, together with title information the Required Title Information previously delivered to the Administrative Agent, satisfactory title information the Required Title Information on at least 8075% of the total present value of the Oil and Gas Proved Reserves included in the Borrowing Base Properties evaluated by such the then current Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the sixty (60-) day period or the Borrower does not comply with the requirements to provide acceptable title information the Required Title Information covering 8075% of the value of the Oil and Gas Properties evaluated Proved Reserves included in the most recent Reserve ReportBorrowing Base Properties, such default shall not be a an Event of Default, but instead the Administrative Syndication Agent and/or the Majority Required Borrowing Base 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 the Administrative Syndication Agent or the Required Borrowing Base Lenders. To the extent that the Administrative Syndication Agent or the Majority Required Borrowing Base Lenders are not satisfied with title to any Mortgaged Property Proved Gas Collateral after the sixty (60-) day period has elapsed, such unacceptable Mortgaged Property Proved Gas Collateral shall not count towards the 8075% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Borrowing Base Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information the Required Title Information on 8075% of the present value of the Oil and Gas Proved Reserves included in the Borrowing Base Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property Property, shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice. If the Oil and Gas Properties listed on Schedule 7.17 are not transferred to the Borrower or a Guarantor within 60 days after the date hereof, then such default shall not be a Default, but instead the Borrowing Base shall be reduced by an amount equal to the value attributable to such Oil and Gas Properties as evaluated in the most recently delivered Reserve Report (provided that any failure to so exercise this remedy at any time shall not be a waiver as to future exercise of the remedy by the Administrative Agent or the Lenders). This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with had the opportunity to review (including title information previously delivered to the Administrative Agent), satisfactory title information on Hydrocarbon Interests constituting at least 8090% of the total value PV-9 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent (or such longer time as the Administrative Agent may agree) that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on Hydrocarbon Interests constituting at least 8090% of the value PV-9 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8090% of the value PV-9 of the Oil and Gas Borrowing Base Properties evaluated in the most recent Reserve Report, such default failure shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are is not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8090% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80Hydrocarbon Interests constituting 90% of the value PV-9 of the Oil and Gas PropertiesBorrowing Base Properties evaluated by such Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before In connection with the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.125.15(a), the Borrower will deliver to the Administrative Agent title information in form and substance reasonably acceptable to the Administrative Agent but consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, Proved Reserves so that the Administrative Agent shall have received (together with title information previously delivered to the Administrative Agent, ) satisfactory title information on at least 80% of the total value PV-9 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties Proved Reserves under Section 8.13(a5.11(a), the Borrower shall, within 60 sixty (60) days of notice from the Administrative Agent (or such longer period as the Administrative Agent may agree in its sole discretion) that title defects or exceptions exist with respect to such additional PropertiesProved Reserves, either (i) cure any such asserted title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 Permitted Liens raised by such title information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions (except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definitionPermitted Mortgaged Property Liens) having an equivalent value or greater PV-9 or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value total PV-9 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (c) . If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period specified in this Section 5.11(b) (or such longer period as the Administrative Agent may agree in its reasonable discretion) or the Borrower does not substitute acceptable Mortgaged Properties or the Borrower does not comply with the requirements requirement to provide acceptable title information covering on at least 80% of the value total PV-9 of the Oil and Gas Borrowing Base Properties evaluated in the most recent Reserve Report, such default failure shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not reasonably satisfied with title to any Mortgaged Property after the aforementioned 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on Hydrocarbon Interests constituting 80% of the value total PV-9 of the Oil and Gas PropertiesBorrowing Base Properties evaluated by the most recent Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 90 days of notice from the Administrative Agent that material title defects or exceptions exist with respect to such additional Properties, either (i) cure any such material title defects or exceptions (including defects or exceptions as to priority) which are that do not permitted by constitute Excepted Liens pursuant to Section 9.03 9.03, raised by such information, (ii) substitute acceptable Mortgaged Properties with no material title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value value, or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any material title defect requested by the Administrative Agent or the Lenders to be cured within the 6090-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base then in effect shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On Within sixty (60) days of delivery of the certificate required under Section 8.11(c) (or before the delivery to such longer period as the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12may approve in its sole discretion), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 days of notice from the Administrative Agent (or within 90 days of such notice, with the consent of the Administrative Agent, which consent shall not be unreasonably withheld) that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period (or 90-day period, if applicable) or the Borrower does not comply with the requirements to provide acceptable title information covering 8085% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period (or 90-day period, if applicable) has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8085% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before Within thirty (30) days after the delivery to the Administrative Agent and the Revolving Credit Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% (i) ninety percent (90%) of the total value of the Oil and Gas Properties evaluated by such Reserve Report and (ii) ninety percent (90%) of the total value of the Oil and Gas Properties that are classified as proved developed nonproducing reserves and proved developed producing reserves evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 sixty (60) days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 Permitted Liens raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens L▇▇▇▇ described in clauses (e), (g) and (hj) of such definition) having an aggregate equivalent value or (iii) deliver title information in form and substance acceptable to reasonably requested by the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Reportto comply with Section 8.13(a). (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide reasonably acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated provided for in the most recent Reserve ReportSection 8.13(a), such default shall not be a Default or Event of Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Required Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, : such unacceptable Mortgaged Property shall not count towards the 80% requirementrequirement provided for in Section 8.13(a), and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Propertiesas required in Section 8.13(a). This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8085% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8085% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On Notwithstanding anything set forth herein or in the other Loan Documents to the contrary, on or prior to the Closing Date, the Borrower shall satisfy the Minimum Title Requirement with respect to the Borrowing Base Properties evaluated by the Reserve Report delivered to the Lenders prior to the Closing Date. Additionally, on or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12delivered after the Closing Date, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent Required Title Information covering enough of the Oil and Gas Proved Reserves included in the Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received that, together with title information the Required Title Information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of Minimum Title Requirement is satisfied with respect to the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (b) If At any time that the Borrower has provided title information the Required Title Information for additional Properties Proved Gas Collateral under Section 8.13(a)8.1.18(a) [Title Information] or under Section 5.11(a)(i) [Borrowing Base Deficiency], the Borrower shall, within 60 days of notice from the Administrative Agent that Title Cure Period with respect to any title defects or exceptions exist with respect to on any such Proved Gas Collateral or additional PropertiesOil and Gas Property, either (i) cure to the reasonable satisfaction of the Administrative Agent any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 Permitted Liens raised by such information, (ii) substitute acceptable Mortgaged Properties Proved Reserves with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e)Permitted Liens, (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent additional Required Title Information so that the Administrative Agent shall have receivedthat, together with title information the Required Title Information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of Minimum Title Requirement is satisfied with respect to the Oil and Gas Borrowing Base Properties evaluated by such the then current Reserve Report. (c) If the Borrower is unable to does not cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period Title Cure Period or the Borrower does not comply satisfy the Minimum Title Requirement with respect to the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Borrowing Base Properties evaluated in by the most recent then current Reserve Report, such default failure shall not be a an Event of Default, but instead the Administrative Agent and/or the Majority Required Borrowing Base 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 the Administrative Agent or the Required Borrowing Base Lenders. To the extent that the Administrative Agent or the Majority Required Borrowing Base Lenders are not satisfied with title to any Mortgaged Property Proved Gas Collateral after the 60-day period Title Cure Period has elapsed, such unacceptable Mortgaged Property Proved Gas Collateral shall not count towards the 80% requirementMinimum Title Requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Borrowing Base Lenders to cause the Borrower to be in compliance with the requirement Minimum Title Requirement with respect to provide acceptable title information on 80% of the value of the Oil and Gas PropertiesBorrowing Base Properties included in such Borrowing Base as so reduced. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. 79 (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the value of the proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Super-Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Super-Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Super-Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the proved Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.122.8, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together be reasonably satisfied with the status of title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) . If the Borrower has provided title information for additional Properties under Section 8.13(a)the preceding sentence, the Borrower shall, within 60 90 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which that are not permitted by Section 9.03 7.2.3 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) permitted by Section 7.2.3 having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together be reasonably satisfied with the status of title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) . If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 6090-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of to the Oil and Gas Properties evaluated in the most recent Reserve ReportReport or the Borrower fails to take the actions required pursuant to clause (b) below, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount amounts as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of to the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice. (b) Within ninety (90) days after the Closing Date or such later time as may be acceptable to the Administrative Agent in its sole discretion, the Borrower shall provide evidence to the Administrative Agent, in the form of copies of recorded documents and other evidence as reasonably acceptable to the Administrative Agent, confirming that the chain of title to the leasehold interests of the Borrower’s Subsidiaries in the Assets as on record in all applicable counties and parishes has been made consistent with the chain of title to such Assets as on record with the Minerals Management Service of the United States Department of the Interior.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.125.13(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that as requested by the Administrative Agent (which in any event shall have received cover, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least eighty percent (80% %) of the total value of the Oil and Gas Properties evaluated by such Reserve Report). (b) If the Borrower has provided title information for additional Properties under Section 8.13(a5.14(a), the Borrower shall, or shall cause the applicable Loan Party to, within 60 sixty (60) days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 7.2 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (eiv), (gvi) and (hvii) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least eighty percent (80% %) of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower or such Loan Party is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the sixty (60-) day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Reportunder Section 5.14(a), such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the such sixty (60-) day period has elapsed, such unacceptable Mortgaged Property shall not count towards compliance with the 80% requirementrequirements of Section 5.14(a), and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% requirements of the value of the Oil and Gas PropertiesSection 5.14(a). This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a) (or such later date as the Administrative Agent may agree in its sole discretion), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, satisfactory title information (as appropriate for the various categories of Proved Reserves) on at least 80% ninety percent (90%) of the total value PV-10 of the Proved Oil and Gas Properties evaluated by such Reserve ReportReport (the “Title Coverage Minimum”). (b) If the Borrower has provided title information for additional Proved Oil and Gas Properties under Section 8.13(a), 8.12(a) the Borrower shall, within 60 sixty (60) days of (or such longer period as the Administrative Agent may agree in its sole discretion) after notice from the Administrative Agent that title defects or exceptions (excluding Permitted Liens) 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 by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no reasonably satisfactory title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) information having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% ninety percent (90%) of the value PV-10 of the Proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period of time required by clause (b) above or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of at least the value of the Oil and Gas Properties evaluated in the most recent Reserve ReportTitle Coverage Minimum, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Majority Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property or the Borrower does not comply with the requirement to provide title information covering the Title Coverage Minimum, in either case, after the 60-day such period of time has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% Title Coverage Minimum requirement, and the Administrative Agent may send a written notice to the Borrower and the Lenders that the then outstanding Borrowing Base PV-10 and Total PDP PV-10 for purposes of calculating the asset coverage ratio described in Section 9.01(b) for all purposes hereunder, shall be reduced by an amount recalculated as determined by the Majority Lenders Administrative Agent to cause exclude the property subject to a title defect or properties for which the Title Coverage Minimum 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 Title Coverage Minimum is not satisfied, in each case, is cured to be in compliance with the requirement to provide acceptable title information on 80% reasonable satisfaction of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such noticeAdministrative Agent.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), to the extent requested by the Administrative Agent, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not reasonably satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the date of delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least eighty percent (80% %) of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 sixty (60) days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g), (h) and (hj) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least eighty percent (80% %) of the value of the proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering eighty percent (80% %) of the value of the proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 such remedy by the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the eighty percent (80% %) requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Administrative Agent and approved by the Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on eighty percent (80% %) of the value of the proved Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before before: (i) the Closing Date, the Borrower will deliver title information (in form and substance reasonably satisfactory to the Administrative Agent) with respect to the Borrowing Base Properties consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located, taking into account the size, scope and number of leases and ▇▇▇▇▇ of the Borrower and its Restricted Subsidiaries as is required to demonstrate satisfactory title on 85% of the PV-9 value (excluding the PV-9 of any Production Sharing Contracts) of the Borrowing Base Properties (excluding any Oil and Gas Properties subject to Production Sharing Contracts) evaluated by the Initial Reserve Report ; and (ii) the date of delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.129.14(a) following the Closing Date, the Borrower will deliver title information (in form and substance reasonably satisfactory to the Administrative Agent) with respect to the Borrowing Base Properties consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located, taking into account the size, scope and number of leases and ▇▇▇▇▇ of the Borrower and its Restricted Subsidiaries as is required to demonstrate satisfactory title on 85% of the PV-9 value (excluding the PV-9 of any Production Sharing Contracts) of the Borrowing Base Properties (excluding any Oil and Gas Properties subject to Production Sharing Contracts) evaluated by such Reserve Report; provided that with respect to any Oil and Gas Properties for which title information reasonably acceptable to the Administrative Agent covering enough was provided prior to the date of the Oil and Gas Properties evaluated current request by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory the Borrower shall be under no obligation to provide additional title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Reportinformation. (b) If the Borrower has provided title information for additional Properties has been provided under Section 8.13(a), the Borrower shall, within 60 days of notice from 9.16(a) and the Administrative Agent provides written notice to the Borrower that title defects or exceptions exist with respect to such additional Propertiesproperties, either then the Borrower shall, within sixty (60) days of its receipt of such notice (or such longer period as the Administrative Agent may agree in its reasonable discretion) (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which priority of the Collateral Agent’s Liens that are not permitted by Section 9.03 10.2) raised by such information, (ii) substitute acceptable Mortgaged Properties having an equivalent value with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or permitted by Section 10.2 and/or (iii) deliver title information (in form and substance acceptable reasonably satisfactory to the Administrative Agent Agent) so that the Administrative Agent shall have received, together with (including title information previously delivered made available to the Administrative Agent, ) reasonably satisfactory title information on at least 80% of the value PV-9 of the Oil and Gas Credit Parties’ Borrowing Base Properties evaluated by such Reserve Report. (c) If any title defect or exception requested by the Administrative Agent to be cured cannot be cured or if the Borrower is unable to cure any provide reasonably acceptable title defect requested information on at least 80% of the PV-9 of the Credit Parties’ Borrowing Base Properties evaluated by the Administrative Agent or the Lenders to be cured such Reserve Report, in each case, within the such 60-day period (or longer period as the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated Administrative Agent may agree in the most recent Reserve Reportits reasonable discretion), such default shall not be a Default or Event of Default, but instead the Administrative Agent and/or the Majority and Required Lenders shall have the right to exercise adjust 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced as contemplated by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such noticeSection 2.14(g).

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.125.11, the Parent or the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8075% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Parent and the Borrower has have provided title information for additional Properties under Section 8.13(a5.12(a), the Parent and the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which that are not permitted by Section 9.03 6.02 raised by such information, (ii) substitute acceptable Mortgaged proved Oil and Gas Properties with no title defects or exceptions (except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definitionpermitted pursuant to Section 6.02) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8075% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Parent and the Borrower is are unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or if neither the Parent nor the Borrower does not comply complies with the requirements to provide acceptable title information covering 8075% of the total value of the proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default or an Event of Default, but instead the Administrative Agent and/or and the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged such Oil and Gas Property after the 60-day period has elapsed, elapsed and the value attributed to all such unacceptable Mortgaged Oil and Gas Property shall not count towards during any period between two successive regularly scheduled Redetermination Dates, when aggregated with (A) the 80% requirement, and net reduction (determined in accordance with Section 5.17) in the Administrative Agent may send a notice value attributable to the Borrower Credit Party’s Swap Agreements during such period and (B) the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders Fair Market Value assigned to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the any Oil and Gas Properties (or Restricted Subsidiaries owning Oil and Gas Properties. This new ) sold, transferred, assigned or conveyed pursuant to Section 6.13 during such period by the Required Lenders in good faith in determining the Borrowing Base then in effect, exceeds five percent (5%) of the Borrowing Base then in effect, the Administrative Agent and the Required Lenders shall become effective immediately after receipt of such noticehave the right to reduce the Borrowing Base in accordance with Section 2.04.

Title Information. (a) On As of the date hereof, the Administrative Agent or its counsel shall have received satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated in the Initial Reserve Report. Additionally, on or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent it shall have received, together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative any Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are is not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base and, as applicable, Conforming Borrowing Base, shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base and, as applicable, Conforming Borrowing Base, shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8085% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8085% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower Borrowers will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties (excluding the Pipeline) evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together be reasonably satisfied with the status of title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of or leasehold interests in the Oil and Gas Properties evaluated by such Reserve ReportReport representing not less than 80% of the total value of such Properties, provided the Borrowers will not be required to deliver any title opinions on Oil and Gas Properties that are not Proved Mineral Interests. (b) If the Borrower has Borrowers have provided title information for additional Properties under Section 8.13(a), the Borrower Borrowers shall, within 60 90 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together be reasonably satisfied with the status of title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is Borrowers are unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 6090-day period or the Borrower does Borrowers do not comply with the requirements to provide acceptable title information covering 80% of the value of on the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower Borrowers and the Lenders that the then outstanding Borrowing Base PV-10 shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of to the Oil and Gas Properties. This new Borrowing Base PV-10 shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the date that is 45 days following the delivery to the Administrative Agent and the Revolving Credit Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with satisfactory title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a(a), the Borrower shall, within 60 days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an aggregate equivalent value or (iii) deliver title information in form and substance acceptable to reasonably requested by the Administrative Agent so that the Administrative Agent shall have received, together with satisfactory title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the total value of the proved Oil and Gas Properties of the Credit Parties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8085% of the total value of the proved Oil and Gas Properties of the Credit Parties evaluated in the most recent Reserve Report, such default inability to cure or comply shall not be a Default, but instead the Administrative Agent and/or the Majority Required Revolving Credit 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 the Administrative Agent or the Required Revolving Credit Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, : such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Revolving Credit Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8085% of the total value of the proved Oil and Gas PropertiesProperties of the Credit Parties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.126.14(a), the Borrower will deliver deliver, if requested by the Administrative Agent, title information in form and substance reasonably acceptable to the Administrative Agent and consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located covering enough of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% the Borrowing Base Properties to evidence a first-priority Lien and security interest (subject only to liens permitted by Section 7.01) thereon in favor of the total value Collateral Agent in satisfaction of the Oil Collateral Coverage Minimum. In addition, the Borrower will promptly deliver notices of any claims or proceedings of which it becomes aware affecting its or DGK ORRI Company LLC’s title to the Royalty Interests and Gas Properties evaluated by such Reserve Reportwill comply with its obligations in Section 3.01 of the Mortgage to protect and defend its title to the Royalty Interests. (b) If the Borrower has provided title information for additional Properties properties has been provided under Section 8.13(a), 6.15(a) or a notice has been given with respect to any existing Royalty Interests evaluated in the Borrower shall, within 60 days of notice from Initial Reserve Report and the Administrative Agent shall provide written notice to the Borrower that title defects or exceptions exist with respect to such additional Propertiesproperties or that a defect or claim exists with respect to any Borrowing Base Property, either then the Borrower shall, within 60 days of its receipt of such notice (ior such longer period as the Administrative Agent may agree in its reasonable discretion) cure any such title defects or exceptions (including defects or exceptions as to priority) which priority of the Collateral Agent’s Liens that are not permitted by Section 9.03 7.01) raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect or exception requested by the Administrative Agent or the Lenders to be cured cannot be cured within the 60-60 day period (or longer period as the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated Administrative Agent may agree in the most recent Reserve Reportits reasonable discretion), such default failure shall not be a Default, but instead the Administrative Agent and/or the Majority Required Lenders shall have the right to exercise adjust 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced as contemplated by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such noticeSection 2.15(h).

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower Borrowers will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together be reasonably satisfied with the status of title information previously delivered to or leasehold interests in the Administrative Agent, satisfactory title information on at least Oil and Gas Properties (excluding the Pipeline) evaluated by such Reserve Report representing not less than 80% of the total value of such Properties, provided the Borrowers will not be required to deliver any title opinions on Oil and Gas Properties evaluated by such Reserve Reportthat are not Proved Mineral Interests. (b) If the Borrower has Borrowers have provided title information for additional Properties under Section 8.13(a), the Borrower Borrowers shall, within 60 90 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together be reasonably satisfied with the status of title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is Borrowers are unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 6090-day period or the Borrower does Borrowers do not comply with the requirements to provide acceptable title information covering 80% of the value of on the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower Borrowers and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower Borrowers to be in compliance with the requirement to provide acceptable title information on 80% of the value of to the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a), the Borrower Parent Guarantor will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties has been provided under Section 8.13(a8.12(a), the Parent Guarantor and/or the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 to attach to or encumber such Property raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) which are permitted by the terms of such definition) Section 9.03 to attach to the Mortgaged Properties having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured cannot be cured within the 60-day period or the Borrower does Credit Parties do not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On As of the date hereof, the Administrative Agent or its counsel shall have received satisfactory title information on at least 80% of the total value of the Proved Oil and Gas Properties evaluated in the Initial Reserve Report. Additionally, on or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the total value of the Proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that material title defects or exceptions exist with respect to such additional Properties, either (i) cure any such material title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no material title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the value of the Proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any material title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Administrative Agent and approved by the Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Proved Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.126.14(a), the Borrower will deliver deliver, if requested by the Administrative Agent, title information in form and substance reasonably acceptable to the Administrative Agent and consistent with usual and customary standards for the geographic regions in which the Borrowing Base Properties are located covering enough of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% the Borrowing Base Properties to evidence a first-priority Lien and security interest (subject only to liens permitted by Section 7.01) thereon in favor of the total value Collateral Agent in satisfaction of the Oil Collateral Coverage Minimum. In addition, the Borrower will promptly deliver notices of any claims or proceedings of which it becomes aware affecting its or DGK ORRI Company LLC’s title to any of the Borrowing Base Properties and Gas Properties evaluated by such Reserve Reportwill comply with its obligations in Section 3.01 of the Mortgage to protect and defend its title to Borrowing Base Properties. (b) If the Borrower has provided title information for additional Properties properties has been provided under Section 8.13(a), 6.15(a) or a notice has been given with respect to any existing Royalty Interests evaluated in the Borrower shall, within 60 days of notice from Initial Reserve Report and the Administrative Agent shall provide written notice to the Borrower that title defects or exceptions exist with respect to such additional Propertiesproperties or that a defect or claim exists with respect to any Borrowing Base Property, either then the Borrower shall, within 60 days of its receipt of such notice (ior such longer period as the Administrative Agent may agree in its reasonable discretion) cure any such title defects or exceptions (including defects or exceptions as to priority) which priority of the Collateral Agent’s Liens that are not permitted by Section 9.03 7.01) raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 days of notice from the Administrative Agent (or within 90 days of such notice, with the consent of the Administrative Agent, which consent shall not be unreasonably withheld) that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period (or 90-day period, if applicable) or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period (or 90-day period, if applicable) has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the date that is 45 days following the delivery to the Administrative Agent and the Lenders of each First Lien U.S. Reserve Report required by Section 8.128.11(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent (it being understood and agreed that at any time that the U.S. First Lien Credit Agreement is in effect and JPMorgan Chase Bank, N.A. is the First Lien Administrative Agent, any such information satisfactory to the First Lien Administrative Agent shall be deemed to be satisfactory to the Administrative Agent unless the Administrative Agent shall have objected thereto within five Business Days of receipt of the final version thereof accepted by the First Lien Administrative Agent) covering enough of the Oil and Gas Properties evaluated by such the First Lien U.S. Reserve Report that were not included in the such immediately preceding First Lien U.S. Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered made available to the Administrative Agent, satisfactory title information on at least 8075% of the total value of the Oil and Gas Properties Proved Hydrocarbon Interests evaluated by such First Lien U.S. Reserve Report. (b) If the Borrower has provided title information for additional Oil and Gas Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional PropertiesProperties (or such longer period as the Administrative Agent may agree in its discretion), either (i) cure any such title defects or exceptions raised by such information (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information‎Section 9.03, (ii) substitute acceptable Mortgaged Oil and Gas Properties with no title defects or exceptions except for Excepted Permitted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent (it being understood and agreed that at any time that the U.S. First Lien Credit Agreement is in effect and JPMorgan Chase Bank, N.A. is the First Lien Administrative Agent, any such information satisfactory to the First Lien Administrative Agent shall be deemed to be satisfactory to the Administrative Agent unless the Administrative Agent shall have objected thereto within five Business Days of receipt of the final version thereof accepted by the First Lien Administrative Agent) so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8075% of the value of the Proved Hydrocarbon Interests evaluated by the applicable First Lien U.S. Reserve Report. For purposes of this Section 8.12(b), the Administrative Agent must deliver any notice of title defects or exceptions with respect to any Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by within 60 days following the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable Agent’s receipt of title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, for such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On As of the date hereof, Administrative Agent or its counsel shall have received satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated in the Initial Reserve Reports. Additionally, on or before the delivery to the Administrative Agent and the Lenders Banks of each Reserve Report required by Section 8.127.02(c), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a7.17(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 8.01 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Permitted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) Immaterial Title Deficiencies having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent and its counsel so that the Administrative Agent they shall have received, together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority Lenders Required Banks 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 the future exercise of the remedy by the Administrative Agent or the LendersBanks. To the extent that the Administrative Agent or the Majority Lenders Required Banks are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders Banks that the then outstanding Conforming Borrowing Base and Borrowing Base (as applicable) shall be reduced by an amount as determined by the Majority Lenders Required Banks to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Conforming Borrowing Base and Borrowing Base (as applicable) shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Upstream Component Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Upstream Component Properties evaluated by as set forth in such Reserve Report. (b) If the Borrower has provided title information for additional Upstream Component Properties under Section 8.13(a), the Borrower shall, within 60 sixty (60) days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Upstream Component Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, or (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information for Upstream Component Properties not previously reviewed in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Upstream Component Properties evaluated by such as set forth in the most recent Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Upstream Component Properties evaluated as set forth in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority Lenders shall have the right to exercise the following remedy in their its 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 the Administrative Agent or the LendersAgent. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Upstream Component Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base Upstream Component shall be reduced by an amount as determined by the Majority Lenders Administrative Agent to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas PropertiesUpstream Component Properties as set forth in the most recent Reserve Report. This new Borrowing Base Upstream Component shall become effective immediately after receipt of such notice.

Title Information. (a) On As soon as practicable, but in any event within (i) forty-five (45) days after the date hereof, the Administrative Agent or its counsel shall have received satisfactory title information on at least 60% of the total Recognized Value of the proved Oil and Gas Properties evaluated in the Initial Reserve Report, and (ii) ninety (90) days after the date hereof, the Administrative Agent or its counsel shall have received satisfactory title information on at least 75% of the total Recognized Value of the proved Oil and Gas Properties evaluated in the Initial Reserve Report. Additionally, on or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower Borrowers will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 8075% of the total value Recognized Value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has Borrowers have provided title information for additional Properties under Section 8.13(a), the Borrower Borrowers shall, within 60 90 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent they shall have received, together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 8075% of the value total Recognized Value of the proved Oil and Gas Properties evaluated by such Reserve Report.. CHAPARRAL ENERGY, L.L.C. CREDIT AGREEMENT (c) If the Borrower is Borrowers are unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 6090-day period or the Borrower does Borrowers do not comply with the requirements to provide acceptable title information covering 8075% of the value total Recognized Value of the proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative any Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8075% requirement, and the Administrative Agent may send a notice to the Borrowers (or Borrower Representative) and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower Borrowers to be in compliance with the requirement to provide acceptable title information on 8075% of the value total Recognized Value of the proved Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the total value of the proved reserves attributable to the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 90 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 6090-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8085% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 6090-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8085% of the value of the proved reserves attributable to the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide reasonably acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not reasonably satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base and Conforming Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide reasonably acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base and Conforming Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 8085% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8085% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 8085% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.07(a), the Borrower will deliver title information in form and 50 substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report Hydrocarbon Interests included in the Borrowing Base that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80100% of the total value of the Oil and Gas Properties evaluated by such Reserve ReportHydrocarbon Interests included in the Borrowing Base. (b) If the The Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that shall cure any title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 Excepted Liens raised by such information, (ii) or substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) covering Mortgaged Properties of such definition) having an equivalent value value, within 30 days after a request by the Agent or (iii) deliver title information in form and substance acceptable the Lenders to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by cure such Reserve Reportdefects or exceptions. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 6030-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80100% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default or an Event of Default, but instead the Administrative Agent and/or and the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day time period in Section 8.08(b) has elapsed, such unacceptable Mortgaged Property shall not count towards the 80100% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80100% of the value of the Oil and Gas PropertiesHydrocarbon Interests included in the Borrowing Base. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12, to the extent requested by the Administrative Agent, the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information9.03, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) which are permitted by Section 9.03 having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil as required by Section 8.13(a) and Gas Properties evaluated in the most recent Reserve ReportSection 8.13(b), such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not reasonably satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirementrequirements of Section 8.13(a) and Section 8.13(b), and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil pursuant to Section 8.13(a) and Gas PropertiesSection 8.13(b). This Such new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value PV-10 Value of the Oil and Gas Properties evaluated by such Reserve ReportReport and located in, or in U.S. Federal waters adjacent to, the United States. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value PV-10 Value of the Oil and Gas Properties evaluated by such Reserve ReportReport and located in, or in U.S. Federal waters adjacent to, the United States. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value PV-10 Value of the Oil and Gas Properties evaluated in the most recent Reserve ReportReport and located in, or in U.S. Federal waters adjacent to, the United States, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value PV-10 Value of the Oil and Gas PropertiesProperties evaluated by such Reserve Report and located in, or in U.S. Federal waters adjacent to, the United States. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), to the extent requested by the Administrative Agent, the Borrower will shall deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% eighty-five percent (85%) of the total value PV-9 of the Oil and Gas Properties evaluated by such Reserve ReportBorrowing Base Properties. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 sixty (60) days (or such longer period of time as may be acceptable to the Administrative Agent in its sole discretion) of written notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% eighty-five percent (85%) of the value PV-9 of the Oil and Gas Properties evaluated by such Reserve ReportBorrowing Base Properties. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period of time required by clause (b) above or the Borrower does not comply with the requirements to provide acceptable title information covering 80% at least eighty-five percent (85%) of the value PV-9 of the Oil and Gas Properties evaluated in the most recent Reserve ReportBorrowing Base Properties, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Required Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day such period of time has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% eighty-five percent (85%) requirement, and the Administrative Agent may send a written notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% covering at least eighty-five percent (85%) of the value PV-9 of the Oil and Gas PropertiesBorrowing Base Properties evaluated by such Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such noticein accordance with Section 2.08(b).

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with had the opportunity to review (including title information previously delivered to the Administrative Agent), satisfactory title information on Hydrocarbon Interests constituting at least 8090% of the total value PV-10 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions (excluding Permitted Liens and Immaterial Title Deficiencies) exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no satisfactory title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) information having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on Hydrocarbon Interests constituting at least 8090% of the value PV-10 of the Oil and Gas Borrowing Base Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect (excluding Permitted Liens and Immaterial Title Deficiencies) requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 8090% of the value PV-10 of the Oil and Gas Borrowing Base Properties evaluated in the most recent Reserve Report, such default failure shall not be a Default or an Event of Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 8090% requirement, and the Administrative Agent may send a written notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80Hydrocarbon Interests constituting 90% of the value PV-10 of the Oil and Gas PropertiesBorrowing Base Properties evaluated by such Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.122.07(b), to the extent requested by the Administrative Agent, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering covering, together with title information previously delivered to the Administrative Agent, (i) enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties Proved Reserves evaluated by such Reserve ReportReport and (ii) Midstream Properties that contributed at least 90% of Midstream Adjusted EBITDA at the most recent Scheduled Midstream Component Recalculation. (b) If the Borrower has provided title information for additional Oil and Gas Properties or Midstream Properties under Section 8.13(a2.07(b8.12(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (ed), (ge) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on onwith respect to (x) at least 80% of the value of the Oil and Gas Properties Proved Reserves evaluated by such Reserve ReportReport and (y) Midstream Properties that contributed at least 90% of Midstream Adjusted EBITDA at the most recent Scheduled Midstream Component Recalculation. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties Proved Reserves evaluated in the most recent Reserve ReportReport or Midstream Properties that contributed at least 90% of Midstream Adjusted EBITDA at the most recent Scheduled Midstream Component Recalculation, such default shall not be a Default, but instead the Administrative Agent and/or the Majority Required Lenders shall have the right to exercise the following remedy in their Third Amended and Restated Credit Agreement – Page 84 715347206 14464587 716874472 14464587 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not reasonably satisfied after the 60-day period has elapsed with title to (i) any Mortgaged Property Oil and Gas Properties after the 60-day period has elapsed, such unacceptable Mortgaged Property Oil and Gas Properties shall not count towards the 80% requirementrequirement in this Section 8.12(c), and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base BaseRBL Component shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas PropertiesProved Reserves. This new or (ii) any material Midstream Properties, Midstream Adjusted EBITDA (and consequently the Midstream Component) shall be reduced by the Midstream Attributed Value of such Midstream Properties. The Borrowing Base Base, as so reduced, shall become effective immediately after receipt of such notice.

Title Information. (a) On As of the date hereof, the Administrative Agent or its counsel shall have received satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated in the Initial Reserve Report. Additionally, on or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower Borrowers will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has Borrowers have provided title information for additional Properties under Section 8.13(a), the Borrower Borrowers shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent they shall have received, together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is Borrowers are unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does Borrowers do not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative any Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower Borrowers and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower Borrowers to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the proved Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 80% of the total value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent they shall have received, together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (ai) On Notwithstanding anything set forth herein or in the other Loan Documents to the contrary, on or prior to the Closing Date, the Loan Parties shall deliver title reports and information on the Proved Reserves that comprise at least seventy-five percent (75%) of the total present value of all the Proved Reserves included in the Borrowing Base Properties. All such title reports and information shall be in form and substance that is customary and usual for such Proved Reserves and shall be in form and substance reasonably satisfactory to the Administrative Agent (the “Required Title Information”). Additionally, on or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12delivered after the Closing Date, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent Required Title Information covering enough of the Oil and Gas Proved Reserves included in the Borrowing Base Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information the Required Title Information previously delivered to the Administrative Agent, satisfactory title information the Required Title Information on at least 8075% of the total present value of the Oil and Gas Proved Reserves included in the Borrowing Base Properties evaluated by such Reserve Report.; (bii) If At any time that the Borrower has provided title information the Required Title Information for additional Properties Proved Gas Collateral under Section 8.13(a8.1.17(b)(i), the Borrower shall, within 60 sixty (60) days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional PropertiesProved Gas Collateral, either (iA) cure to the reasonable satisfaction of the Administrative Agent any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 Permitted Mortgage Liens raised by such information, (iiB) substitute acceptable Mortgaged Properties Proved Reserves with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e)Permitted Mortgage Liens, (g) and (h) of such definition) having an equivalent value or (iiiC) deliver title information in form and substance acceptable to the Administrative Agent additional Required Title Information so that the Administrative Agent shall have received, together with title information the Required Title Information previously delivered to the Administrative Agent, satisfactory title information the Required Title Information on at least 8075% of the present value of the Oil and Gas Properties Proved Reserves evaluated by such the then current Reserve Report.; (ciii) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the sixty (60-) day period or the Borrower does not comply with the requirements to provide acceptable title information the Required Title Information covering 8075% of the value of the Oil and Gas Properties evaluated Proved Reserves included in the most recent Reserve ReportBorrowing Base Properties, such default shall not be a an Event of Default, but instead the Administrative Syndication Agent and/or the Majority Required Borrowing Base 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 the Administrative Syndication Agent or the Required Borrowing Base Lenders. To the extent that the Administrative Syndication Agent or the Majority Required Borrowing Base Lenders are not satisfied with title to any Mortgaged Property Proved Gas Collateral after the sixty (60-) day period has elapsed, such unacceptable Mortgaged Property Proved Gas Collateral shall not count towards the 8075% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Borrowing Base Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information the Required Title Information on 8075% of the present value of the Oil and Gas Proved Reserves included in the Borrowing Base Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.07(a), the Borrower will deliver deliver, or cause to be delivered, title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report Hydrocarbon Interests included in the Borrowing Base that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80100% of the total value of the Oil and Gas Properties evaluated by such Reserve ReportHydrocarbon Interests included in the Borrowing Base. (b) If the The Borrower has provided title information for additional Properties under Section 8.13(a)shall cure, the Borrower shallor cause to be cured, within 60 days of notice from the Administrative Agent that any title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 Excepted Liens raised by such information, (ii) substitute or substitute, or cause to be substituted, acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted or Liens described in clauses (e), (g) and (h) permitted by Section 9.02 covering Mortgaged Properties of such definition) having an equivalent value value, within 30 days after a request by the Agent or (iii) deliver title information in form and substance acceptable the Lenders to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by cure such Reserve Reportdefects or exceptions. (c) If the Borrower is unable to cure cure, or cause to be cured, any title defect requested by the Administrative Agent or the Lenders to be cured within the 6030-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80100% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default or an Event of Default, but instead the Administrative Agent and/or and the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day time period in Section 8.08(b) has elapsed, such unacceptable Mortgaged Property shall not count towards the 80100% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide provide, or cause to be provided, acceptable title information on 80100% of the value of the Oil and Gas PropertiesHydrocarbon Interests included in the Borrowing Base. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the total value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas PropertiesProperties evaluated by the relevant Reserve Report. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before May 1, 2011, the Borrower shall make available for review by the Administrative Agent and the Lenders at the chief executive office of the Borrower, if requested by the Administrative Agent, title information in form and substance reasonably satisfactory to the Administrative Agent covering the Oil and Gas Property subject to the Mortgages listed on Exhibit E. (b) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a), the Borrower will deliver shall make available for review by the Administrative Agent and the Lenders at the chief executive office of the Borrower, if requested by the Administrative Agent, title information in form and substance acceptable reasonably satisfactory to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of in form and substance reasonably satisfactory to the total value of the Administrative Agent with respect to Oil and Gas Properties evaluated by such Reserve Reportsubject to a Mortgage having an aggregate value at least equal to the Required Mortgage Value. (bc) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a) or Section 8.13(b), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised (or are only permitted by such informationSection 9.03(h)), (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) permitted by Section 9.03 having at least an equivalent value as determined in the most recent Reserve Report, or (iii) deliver title information in form and substance acceptable reasonably satisfactory to the Administrative Agent with respect to Oil and Gas Properties subject to a Mortgage so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory such title information on at least 80% of the value of the with respect to Oil and Gas Properties evaluated by such Reserve Reportsubject to a Mortgage having an aggregate value at least equal to the Required Mortgage Value. (cd) If the Borrower is unable to cure does not take any of the actions set forth in Section 8.12(c) within 60 days of the Borrower’s receipt of the Administrative Agent’s notice of title defect requested by or exception, the Administrative Agent (acting on its own or on the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% direction of the value of the Oil and Gas Properties evaluated in the most recent Reserve ReportSuper Majority Lenders) may, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are it is not reasonably satisfied with title to any Mortgaged Property after the 60-day period has elapsed, exclude the value (to the extent of the title impairment) of such unacceptable Mortgaged Property shall not count towards the 80% requirement, in determining whether there is title information in form and substance reasonably satisfactory to the Administrative Agent may send with respect to Oil and Gas Properties subject to a notice Mortgage having an aggregate value at least equal to the Borrower and Required Mortgage Value. If the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the aggregate value of the Oil and Gas PropertiesProperties subject to a Mortgage as determined in accordance with the immediately preceding sentence is less than the Required Mortgage Value, the Super Majority Lenders, in their reasonable discretion, may instruct the Administrative Agent to reduce the Borrowing Base to reflect the value of the title impairment in a manner consistent with its normal oil and gas lending criteria then in effect. This The Administrative Agent shall promptly notify the Borrower of any such reduction of the Borrowing Base and the new Borrowing Base shall become effective immediately after receipt by the Borrower of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% the Required Title Percentage of the total value PV-9 of the Proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 sixty (60) days of after notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for (provided that Excepted Liens (other than Excepted Liens of the type described in clauses (e), a) through (gd) and (hf) of the definition thereof may exist, but subject to the provisos at the end of such definition) having an equivalent value value, or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% the Required Title Percentage of the value PV-9 of the Proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% the Required Title Percentage of the value PV-9 of the Proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default failure shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not reasonably satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards for purposes of the 80% requirementRequired Title Percentage requirements, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide reasonably acceptable title information on 80% the Required Title Percentage of the value PV-9 of the Proved Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a), the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value Total Reserve Value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value Total Reserve Value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value Total Reserve Value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base Total Reserve Value shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value Total Reserve Value of the Oil and Gas Properties. This new Borrowing Base Total Reserve Value shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.127.02(c), the Parent and/or Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties Loan Party’s Proved Reserves evaluated by such the most recent Reserve ReportReport that are mortgaged as Collateral. (b) If the Parent or Borrower has provided title information for additional Properties properties under Section 8.13(a7.16(a), the Parent and/or Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Propertiesproperties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 Permitted Liens raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Permitted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties Loan Party’s Proved Reserves evaluated by such the most recent Reserve ReportReport that are mortgaged as Collateral. (c) If the Parent and Borrower is are unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Parent and Borrower does do not comply with the requirements to provide acceptable title information covering at least 80% of the total value of the Oil and Gas Properties Loan Party’s Proved Reserves evaluated in by the most recent Reserve ReportReport that are mortgaged as Collateral, such default circumstance shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Required Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsedelapsed (or if such title defect is incapable of being cured, upon notice of such title defect to Borrower) such unacceptable Mortgaged Property shall not count towards toward the 80% requirement, and the Administrative Agent may send a notice to the Parent, Borrower and the Revolving Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Parent and Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the total value of the Oil and Gas PropertiesLoan Party’s Proved Reserves. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), to the extent requested by Administrative Agent, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8085% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 ninety (90) days (or such longer period of time as may be acceptable to the Administrative Agent in its sole discretion) of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8085% of the total value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day required period of time or the Borrower does not comply with the requirements to provide acceptable title information covering 8085% of the value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day required period of time has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.12, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least eighty percent (80% %) of the total value Engineered Value of the proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 sixty (60) days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Collateral which constitutes Oil and Gas Properties and with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent it shall have received, together with title information previously delivered to the Administrative Agentdelivered, satisfactory title information on at least eighty percent (80% %) of the value of the proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering eighty percent (80% %) of the value of the proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the eighty percent (80% %) requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on eighty percent (80% %) of the value of the proved Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 80% of the total value Total Reserve Value of the Oil and Gas Properties evaluated by such Reserve Report ; provided that, following reasonable notice from the Administrative Agent, the aforementioned threshold shall automatically be increased to acceptable title information with respect to at least 90% of the Total Reserve Value of the Oil and Gas Properties evaluated by each such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 forty-five (45) days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% or 90%, as applicable, of the value Total Reserve Value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 6045-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% or 90%, as applicable, of the value Total Reserve Value of the Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Lenders are not satisfied with title to any Mortgaged Property after the 6045-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% or 90%, as applicable, requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% or 90%, as applicable, of the value Total Reserve Value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.122.07(b), to the extent requested by the Administrative Agent, the Borrower will deliver title information in form and substance acceptable to the Administrative Agent covering covering, together with title information previously delivered to the Administrative Agent, (i) enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties Proved Reserves evaluated by such Reserve ReportReport and (ii) Midstream Properties that contributed at least 90% of Midstream Adjusted EBITDA at the most recent Scheduled Midstream Component Recalculation. (b) If the Borrower has provided title information for additional Oil and Gas Properties or Midstream Properties under Section 8.13(a2.07(b8.12(a), the Borrower shall, within 60 days of notice from the Administrative Agent that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (ed), (ge) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on onwith respect to (x) at least 80% of the value of the Oil and Gas Properties Proved Reserves evaluated by such Reserve ReportReport and (y) Midstream Properties that contributed at least 90% of Midstream Adjusted EBITDA at the most recent Scheduled Midstream Component Recalculation. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties Proved Reserves evaluated in the most recent Reserve ReportReport or Midstream Properties that contributed at least 90% of Midstream Adjusted EBITDA at the most recent Scheduled Midstream Component Recalculation, such default shall not be a Default, but instead the Administrative Agent and/or the Majority Required Lenders shall have the right to exercise the following remedy in their 715347206 14464587 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not reasonably satisfied after the 60-day period has elapsed with title to (i) any Mortgaged Property Oil and Gas Properties after the 60-day period has elapsed, such unacceptable Mortgaged Property Oil and Gas Properties shall not count towards the 80% requirementrequirement in this Section 8.12(c), and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base BaseRBL Component shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas PropertiesProved Reserves. This new or (ii) any material Midstream Properties, Midstream Adjusted EBITDA (and consequently the Midstream Component) shall be reduced by the Midstream Attributed Value of such Midstream Properties. The Borrowing Base Base, as so reduced, shall become effective immediately after receipt of such notice.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.11(a) (or such later date as the Administrative Agent may agree in its sole discretion), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8085% of the total value of the Oil and Gas Properties Proved Reserves evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a8.12(a), the Borrower shall, within 60 sixty (60) days of notice from the Administrative Agent (or within 90 days of such notice, with the consent of the Administrative Agent, which consent shall not be unreasonably withheld) that title defects or exceptions exist with respect to such additional Properties, either (i) cure any such title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii) substitute acceptable Mortgaged Properties with no title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii) deliver title information in form and substance reasonably acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, reasonably satisfactory title information on at least 8085% of the value of the Oil and Gas Properties Proved Reserves evaluated by such Reserve Report. (c) If the Borrower is unable to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the sixty (60) day period (or 90-day period period, if applicable) or the Borrower does not comply with the requirements to provide reasonably acceptable title information covering 8085% of the value of the Oil and Gas Properties Proved Reserves evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not reasonably satisfied with title to any Mortgaged Property after the sixty (60) day period (or 90-day period period, if applicable) has elapsed, such unacceptable Mortgaged Property shall not count towards the 8085% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide reasonably acceptable title information on 8085% of the value of the Oil and Gas PropertiesProved Reserves. This new Borrowing Base shall become effective immediately after receipt of such notice.

Title Information. (a) On or before The Borrower shall, at all times during the delivery to term of this Agreement, make available for review by the Administrative Agent and the Lenders at the chief executive office of the Borrower (or such other location as the Borrower may reasonably select) during normal business hours upon reasonable advance notice to the Borrower, title information reasonably requested by the Administrative Agent covering the Oil and Gas Properties evaluated in the most recently delivered Reserve Report. (b) In connection with the delivery of each Reserve Report required by Section 8.128.11(a), the Borrower will deliver shall take all commercially reasonable efforts to ensure that the Administrative Agent shall have received or have been provided reasonable access to, on or prior to the date such Reserve Report is required to be delivered pursuant to Section 8.11(a), title information in form and substance acceptable (reasonably satisfactory to the Administrative Agent) as the Administrative Agent covering enough of the may reasonably require with respect to any Oil and Gas Properties evaluated by in such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received received, together with title information previously delivered to reviewed by the Administrative Agent, satisfactory title information on at least 80% of the total value of the Oil and Gas Properties evaluated by such Reserve ReportMinimum Title Information. (bc) If the Borrower has provided or made reasonably available title information for additional Properties under Section 8.13(a8.12(a) or Section 8.12(b), the Borrower shall, within 60 days (or such later date as agreed to by the Administrative Agent in its sole discretion) of notice from the Administrative Agent that the Administrative Agent has reasonably determined that title defects defects, exceptions or exceptions omissions (other than Excepted Liens (subject to the provisos at the end of such definition) and Immaterial Title Deficiencies) exist with respect to such additional Properties, either (i) cure any such title defects defects, exceptions or exceptions omissions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information9.03, (ii) substitute acceptable Mortgaged Properties with no title defects defects, exceptions or exceptions omissions except for Immaterial Title Deficiencies and Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) subject to the provisos at the end of such definition) having at least an equivalent value as determined in the most recent Reserve Report, or (iii) deliver title information in form and substance acceptable reasonably satisfactory to the Administrative Agent with respect to other Oil and Gas Properties so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable Minimum Title Information with respect to cure any title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Oil and Gas Properties evaluated in the most recent recently delivered Reserve ReportReport (and other Oil and Gas Properties submitted as Mortgaged Properties under the foregoing clause (ii)) free from such title defects, exceptions or omissions (other than Excepted Liens (subject to the provisos at the end of such definition) and Immaterial Title Deficiencies). (d) If the Borrower is unable to take such corrective action as set forth in clause (c) above with respect to any title defect, exception or omission (other than Excepted Liens (subject to the provisos at the end of such definition) and Immaterial Title Deficiencies) reasonably identified by the Administrative Agent or the Lenders within the 60-day period (or such later date as agreed to by the Administrative Agent in its sole discretion) or the Borrower does not timely provide or make reasonably available the Minimum Title Information, such default failure shall not be a Default, but instead the Administrative Agent and/or the Super Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Super Majority Lenders are not reasonably satisfied that the Administrative Agent shall have received, together with title information previously delivered to any Mortgaged Property the Administrative Agent, the Minimum Title Information with respect to Oil and Gas Properties evaluated in the most recently delivered Reserve Report free from such title defects, exceptions or omissions (other than Excepted Liens (subject to the provisos at the end of such definition) and Immaterial Title Deficiencies) after the 60-day period (or such later date as agreed to by the Administrative Agent in its sole discretion) has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be automatically reduced to take into account such title deficiencies, exceptions or omissions, effective immediately, by an amount as determined by the Super Majority Lenders in good faith based upon such criteria as the Super Majority Lenders deem appropriate in their sole discretion and consistent with their normal oil and gas lending criteria as they exist at the time of determination (it being understood that such reduction to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt apply to the Non-Conforming Borrowing Base first). Notwithstanding anything to the contrary contained herein, the failure of any Designated Partnership to hold record title to any Designated Partnership Property shall not be deemed to be a title defect, exception or omission with respect to such noticeDesignated Partnership Property for the purposes of this Section 8.12 so long as (i) such Designated Partnership holds beneficial title to such Designated Partnership Property and (ii) a Loan Party holds record title to such Designated Partnership Property.

Title Information. (a) On or before the delivery to the Administrative Agent and the Lenders of each Reserve Report required by Section 8.128.12(a), the Borrower will deliver title information in form and substance reasonably acceptable to the Administrative Agent covering enough of the Oil and Gas Properties evaluated by such Reserve Report that were not included in the immediately preceding Reserve Report, so that the Administrative Agent shall have received together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the total value of the Proved Oil and Gas Properties evaluated by such Reserve Report. (b) If the Borrower has provided title information for additional Properties under Section 8.13(a), the Borrower shall, within 60 days of notice from the Administrative Agent that material title defects or exceptions exist with respect to such additional Properties, either (i9) cure any such material title defects or exceptions (including defects or exceptions as to priority) which are not permitted by Section 9.03 raised by such information, (ii10) substitute acceptable Mortgaged Properties with no material title defects or exceptions except for Excepted Liens (other than Excepted Liens described in clauses (e), (g) and (h) of such definition) having an equivalent value or (iii11) deliver title information in form and substance acceptable to the Administrative Agent so that the Administrative Agent shall have received, together with title information previously delivered to the Administrative Agent, satisfactory title information on at least 80% of the value of the Proved Oil and Gas Properties evaluated by such Reserve Report. (c) If the Borrower is unable to cure any material title defect requested by the Administrative Agent or the Lenders to be cured within the 60-day period or the Borrower does not comply with the requirements to provide acceptable title information covering 80% of the value of the Proved Oil and Gas Properties evaluated in the most recent Reserve Report, such default shall not be a Default, but instead the Administrative Agent and/or the Majority 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 the Administrative Agent or the Lenders. To the extent that the Administrative Agent or the Majority Required Lenders are not satisfied with title to any Mortgaged Property after the 60-day period has elapsed, such unacceptable Mortgaged Property shall not count towards the 80% requirement, and the Administrative Agent may send a notice to the Borrower and the Lenders that the then outstanding Borrowing Base shall be reduced by an amount as determined by the Majority Required Lenders to cause the Borrower to be in compliance with the requirement to provide acceptable title information on 80% of the value of the Proved Oil and Gas Properties. This new Borrowing Base shall become effective immediately after receipt of such notice.