9.01 RECOMPUTED AS AT THE LAST
DAY OF THE MOST RECENTLY ENDED FISCAL QUARTER OF THE BORROWER FOR
74
WHICH FINANCIAL STATEMENTS ARE AVAILABLE, AND (B) NO DEFAULT SHALL HAVE OCCURRED
AND BE CONTINUING OR WOULD RESULT THEREFROM.
(J)
INVESTMENTS IN STOCK, OBLIGATIONS OR SECURITIES RECEIVED IN
SETTLEMENT OF DEBTS ARISING FROM INVESTMENTS PERMITTED UNDER THIS SECTION 9.05
OWING TO THE BORROWER OR ANY SUBSIDIARY AS A RESULT OF A BANKRUPTCY OR OTHER
INSOLVENCY PROCEEDING OF THE OBLIGOR IN RESPECT OF SUCH DEBTS OR UPON THE
ENFORCEMENT OF ANY LIEN IN FAVOR OF THE BORROWER OR ANY OF ITS SUBSIDIARIES;
PROVIDED THAT THE BORROWER SHALL GIVE THE ADMINISTRATIVE AGENT PROMPT WRITTEN
NOTICE IN THE EVENT THAT THE AGGREGATE AMOUNT OF ALL INVESTMENTS HELD AT ANY ONE
TIME UNDER THIS SECTION 9.05(K) EXCEEDS $1,000,000.
(K)
OTHER INVESTMENTS NOT TO EXCEED $1,000,000 IN THE AGGREGATE AT ANY
TIME.
SECTION 9.06.
NATURE OF BUSINESS; INTERNATIONAL OPERATIONS.
THE
BORROWER WILL NOT, AND WILL NOT PERMIT ANY SUBSIDIARY TO, ALLOW ANY MATERIAL
CHANGE TO BE MADE IN THE CHARACTER OF ITS BUSINESS AS CURRENTLY CONDUCTED BY IT
AND BUSINESS ACTIVITIES REASONABLY INCIDENTAL THERETO AS AN INDEPENDENT OIL AND
GAS EXPLORATION AND PRODUCTION COMPANY WITH OPERATIONS IN THE CONTINENTAL UNITED
STATES.
FROM AND AFTER THE DATE HEREOF, THE BORROWER AND ITS SUBSIDIARIES WILL
NOT ACQUIRE OR MAKE ANY OTHER EXPENDITURE (WHETHER SUCH EXPENDITURE IS CAPITAL,
OPERATING OR OTHERWISE) IN OR RELATED TO, ANY OIL AND GAS PROPERTIES NOT LOCATED
WITHIN THE GEOGRAPHICAL BOUNDARIES OF THE UNITED STATES.
SECTION 9.07.
LIMITATION ON LEASES.
THE BORROWER WILL NOT, AND WILL NOT
PERMIT ANY SUBSIDIARY TO, CREATE, INCUR, ASSUME OR SUFFER TO EXIST ANY
OBLIGATION FOR THE PAYMENT OF RENT OR HIRE OF PROPERTY OF ANY KIND WHATSOEVER
(REAL OR PERSONAL BUT EXCLUDING CAPITAL LEASES AND LEASES OF HYDROCARBON
INTERESTS), UNDER LEASES OR LEASE AGREEMENTS WHICH WOULD CAUSE THE AGGREGATE
AMOUNT OF ALL PAYMENTS MADE BY THE BORROWER AND THE SUBSIDIARIES PURSUANT TO ALL
SUCH LEASES OR LEASE AGREEMENTS, INCLUDING, WITHOUT LIMITATION, ANY RESIDUAL
PAYMENTS AT THE END OF ANY LEASE, TO EXCEED $2,000,000 IN ANY PERIOD OF TWELVE
CONSECUTIVE CALENDAR MONTHS DURING THE LIFE OF SUCH LEASES.
SECTION 9.08.
PROCEEDS OF NOTES.
THE BORROWER WILL NOT PERMIT THE
PROCEEDS OF THE NOTES TO BE USED FOR ANY PURPOSE OTHER THAN THOSE PERMITTED BY
SECTION 7.21.
NEITHER THE BORROWER NOR ANY PERSON ACTING ON BEHALF OF THE
BORROWER HAS TAKEN OR WILL TAKE ANY ACTION WHICH MIGHT CAUSE ANY OF THE LOAN
DOCUMENTS TO VIOLATE REGULATIONS T, U OR X OR ANY OTHER REGULATION OF THE BOARD
OR TO VIOLATE SECTION 7 OF THE SECURITIES EXCHANGE ACT OF 1934 OR ANY RULE OR
REGULATION THEREUNDER, IN EACH CASE AS NOW IN EFFECT OR AS THE SAME MAY
HEREINAFTER BE IN EFFECT.
IF REQUESTED BY THE ADMINISTRATIVE AGENT, THE
BORROWER WILL FURNISH TO THE ADMINISTRATIVE AGENT AND EACH LENDER A STATEMENT TO
THE FOREGOING EFFECT IN CONFORMITY WITH THE REQUIREMENTS OF FR FORM U-1 OR SUCH
OTHER FORM REFERRED