IN ACCORDANCE WITH GAAP, AS IN EFFECT FROM TIME TO TIME; PROVIDED
THAT, IF THE BORROWER NOTIFIES THE ADMINISTRATIVE AGENT THAT THE BORROWER
REQUEST AN AMENDMENT TO ANY PROVISION HEREOF TO ELIMINATE THE EFFECT OF ANY
CHANGE OCCURRING AFTER THE DATE HEREOF IN GAAP OR IN THE APPLICATION THEREOF ON
THE OPERATION OF SUCH PROVISION (OR IF THE ADMINISTRATIVE AGENT NOTIFIES THE
BORROWER THAT THE MAJORITY LENDERS REQUEST AN AMENDMENT TO ANY PROVISION HEREOF
FOR SUCH PURPOSE), REGARDLESS OF WHETHER ANY SUCH NOTICE IS GIVEN BEFORE OR
AFTER SUCH CHANGE IN GAAP OR IN THE APPLICATION THEREOF, THEN SUCH PROVISION
SHALL BE INTERPRETED ON THE BASIS OF GAAP AS IN EFFECT AND APPLIED IMMEDIATELY
BEFORE SUCH CHANGE SHALL HAVE BECOME EFFECTIVE UNTIL SUCH NOTICE SHALL HAVE BEEN
WITHDRAWN OR SUCH PROVISION AMENDED IN ACCORDANCE HEREWITH.
SECTION 1.05.
OIL AND GAS DEFINITIONS. FOR PURPOSES OF THIS AGREEMENT,
THE TERMS "PROVED [OR] PROVEN RESERVES," "PROVED DEVELOPED RESERVES," "PROVED
[OR] PROVEN UNDEVELOPED RESERVES," "PROVED [OR] PROVEN DEVELOPED NONPRODUCING
RESERVES" AND "PROVED [OR] PROVEN
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DEVELOPED PRODUCING RESERVES," HAVE THE MEANING GIVEN SUCH TERMS FROM TIME TO
TIME AND AT THE TIME IN QUESTION BY THE SOCIETY OF PETROLEUM ENGINEERS OF THE
AMERICAN INSTITUTE OF MINING ENGINEERS.
SECTION 1.06.
TIME OF DAY. UNLESS OTHERWISE
SPECIFIED, ALL REFERENCES TO TIMES OF DAY SHALL BE REFERENCES TO CENTRAL TIME
(DAYLIGHT OR STANDARD, AS APPLICABLE).
Article II
The Credits
SECTION 2.01.
COMMITMENTS. SUBJECT TO THE TERMS AND
CONDITIONS SET FORTH HEREIN, EACH LENDER THAT WAS A LENDER UNDER AND AS DEFINED
IN THE ORIGINAL CREDIT AGREEMENT AGREES TO CONTINUE THE ORIGINAL LOANS AND EACH
LENDER AGREES TO MAKE LOANS TO THE BORROWER FROM TIME TO TIME DURING THE
AVAILABILITY PERIOD IN AN AGGREGATE PRINCIPAL AMOUNT THAT WILL NOT RESULT IN
(A) SUCH LENDER'S CREDIT EXPOSURE EXCEEDING SUCH LENDER'S COMMITMENT OR (B) THE
AGGREGATE CREDIT EXPOSURE EXCEEDING THE AGGREGATE COMMITMENT. WITHIN THE
FOREGOING LIMITS AND SUBJECT TO THE TERMS AND CONDITIONS SET FORTH HEREIN, THE
BORROWER MAY BORROW, PREPAY AND REBORROW LOANS.
SECTION 2.02.
TERMINATION AND REDUCTION OF THE
AGGREGATE COMMITMENT.
(A)
UNLESS PREVIOUSLY TERMINATED, THE AGGREGATE
COMMITMENT SHALL TERMINATE ON THE MATURITY DATE.
(B)
THE BORROWER MAY AT ANY TIME TERMINATE, OR
FROM TIME TO TIME REDUCE, THE AGGREGATE COMMITMENT; PROVIDED THAT (I) EACH
REDUCTION OF THE AGGREGATE COMMITMENT SHALL BE IN AN AMOUNT THAT IS AN INTEGRAL
MULTIPLE OF $5,000,000 AND NOT LESS THAN $10,000,000, AND (II) THE BORROWER
SHALL NOT TERMINATE OR REDUCE THE AGGREGATE COMMITMENT IF, AFTER GIVING EFFECT
TO ANY CONCURRENT PREPAYMENT OF THE LOANS IN ACCORDANCE WITH SECTION 2.11 AND
SECTION 2.12, THE AGGREGATE CREDIT EXPOSURE WOULD EXCEED THE AGGREGATE
COMMITMENT.
(C)
THE BORROWER SHALL NOTIFY THE
ADMINISTRATIVE AGENT OF ANY ELECTION TO TERMINATE OR REDUCE THE AGGREGATE
COMMITMENT UNDER PARAGRAPH (B) OF THIS SECTION AT LEAST THREE BUSINESS DAYS
PRIOR TO THE EFFECTIVE DATE OF SUCH TERMINATION OR REDUCTION, SPECIFYING SUCH
ELECTION AND THE EFFECTIVE DATE THEREOF. PROMPTLY FOLLOWING RECEIPT OF ANY
NOTICE, THE ADMINISTRATIVE AGENT SHALL ADVISE THE LENDERS