Common use of Title Work Clause in Contracts

Title Work. Borrowers are not required to deliver new or updated title opinions for Borrowing Base Properties that have been previously delivered to the Lenders on the existing Borrowing Base. Within 120 days after the Effective Date, the Borrowers shall have furnished to the Administrative Agent title documents, including those previously delivered on the existing Borrowing Base Properties, reasonably satisfactory to the Administrative Agent, with respect to the title and Lien status of at least 60% of the PV-10 Value of the Borrowing Base Properties, and, within 180 days after the Effective Date, the Borrowers shall have furnished to the Administrative Agent title documents, including those previously delivered on the existing Borrowing Base Properties, reasonably satisfactory to the Administrative Agent, with respect to the title and Lien status of at least 70% of the PV-10 Value of the Borrowing Base Properties. Thereafter, the Borrowers shall furnish to the Administrative Agent title documents reasonably satisfactory to the Administrative Agent with respect to the title and Lien status of a sufficient number of Properties so that the Administrative Agent shall at all times have title documents with respect to at least 70% of the PV-10 Value of the Borrowing Base Properties of the Borrowers (the “Continuing 70% Test”). If at any time after the 180th day after the Effective Date, the Borrowers fail to provide title documents reasonably satisfactory to the Administrative Agent for a sufficient number of Borrowing Base Properties to meet the Continuing 70% Test, such failure shall not constitute an Event of Default, but the Technical Banks may redetermine the Borrowing Base by written notice to the Borrowers’ Representative as required to bring the Borrowers into compliance with the Continuing 70% Test until such title documents are provided. Without regard to whether the Borrowers provide satisfactory title documents with respect to a particular Oil and Gas Property owned by such Person, such Oil and Gas Property shall, if necessary to meet the requirements of Section 7.9 hereof, be encumbered by a Mortgage in favor of the Administrative Agent for the ratable benefit of the Secured Parties, and shall be included in the collateral.