Post-Closing Covenant regarding Mortgages. In addition to the requirements set forth in Section 8.14 of the Credit Agreement, in connection with each redetermination of the Borrowing Base from and including the Tenth Amendment Effective Date (including the redetermination of the Borrowing Base provided for in Section 3 hereof) until the Maturity Date, the Borrower shall review the Reserve Report and the list of current Mortgaged Properties (as described in Section 8.12(c)(vi)) to ascertain whether the Mortgaged Properties represent at least 90% of the total value of the Oil and Gas Properties evaluated in the most recently completed Reserve Report after giving effect to exploration and production activities, acquisitions, dispositions and production. In the event that the Mortgaged Properties do not represent at least 90% of such total value, then the Borrower shall, and shall cause the other Loan Parties to, within 30 days after the Tenth Amendment Effective Date or delivery of the certificate required under Section 8.12(a), as applicable (or, in each case, such longer period as the Administrative Agent may agree in its sole discretion), grant to the Administrative Agent as security for the Indebtedness a first-priority Lien interest (provided that Excepted Liens of the type described in clauses (a) to (d) and (f) of the definition thereof may exist, but subject to the provisos at the end of such definition) on additional Oil and Gas Properties of the Loan Parties not already subject to a Lien of the Security Instruments such that after giving effect thereto, the Mortgaged Properties will represent at least 90% of such total value. All such Liens will be created and perfected by and in accordance with the provisions of deeds of trust, security agreements and financing statements or other Security Instruments, all in form and substance reasonably satisfactory to the Administrative Agent and in sufficient executed (and acknowledged where necessary or appropriate) counterparts for recording purposes.
Post-Closing Covenant regarding Mortgages. No later than sixty (60) days after the Closing Date, or such additional time as the Administrative Agent may agree in its sole discretion, the Borrower shall deliver Mortgages substantially in the form of mortgage delivered to the Administrative Agent by the Borrower on the Closing Date or as otherwise acceptable to the Administrative Agent (including amendments or supplements to existing Mortgages), granting a first priority mortgage lien in and to the Properties set forth on Schedule 6.13 hereto, together with such officer certificates and legal opinions as requested by Administrative Agent to evidence the authorization, validity and enforceability of such documents; provided, that the Administrative Agent has determined such property is not in a Special Flood Hazard Area. The Borrower shall promptly provide all information reasonably requested by the Administrative Agent regarding the location and description of such Properties to enable the Administrative Agent to obtain flood determinations with respect to such Properties in accordance with the applicable Flood Insurance Regulations.
Post-Closing Covenant regarding Mortgages. In addition to the requirements set forth in Section 8.14 of the Credit Agreement, in connection with each redetermination of the Borrowing Base from and including the Waiver Effective Date until the Maturity Date, the Borrower shall review the Reserve Report and the list of current Mortgaged Properties (as described in Section 8.12(c)(vi)) to ascertain whether the Mortgaged Properties represent at least 95% (or such lesser amount agreed to by the Administrative Agent in its sole discretion, which lesser amount shall not be less than 92%) of the total value of the Oil and Gas Properties evaluated in the most recently completed Reserve Report after giving effect to exploration and production activities, acquisitions, dispositions and production. In the event that the Mortgaged Properties do not represent at least 95% (or such lesser amount agreed to by the Administrative Agent in its sole discretion, which lesser amount shall not be less than 92%) of such total value, then the Borrower shall, and shall cause the other Loan Parties to, prior to the expiration of the Waiver Period, grant to the Administrative Agent as security for the Indebtedness a first-priority Lien interest (provided that Excepted Liens of the type described in clauses (a) to (d) and (f) of the definition thereof may exist, but subject to the provisos at the end of such definition) on additional Oil and Gas Properties of the Loan Parties not already subject to a Lien of the Security Instruments such that after giving effect thereto, the Mortgaged Properties will represent at least 95% (or such lesser amount agreed to by the Administrative Agent in its sole discretion, which lesser amount shall not be less than 92%) of such total value. All such Liens will be created and perfected by and in accordance with the provisions of deeds of trust, security agreements and financing statements or other Security Instruments, all in form and substance reasonably satisfactory to the Administrative Agent and in sufficient executed (and acknowledged where necessary or appropriate) counterparts for recording purposes.
