REGARDING BORROWER AND
GUARANTORS.
PROMPT WRITTEN NOTICE (AND IN ANY EVENT WITHIN THIRTY (30) DAYS
PRIOR THERETO) OF ANY CHANGE (I) IN THE BORROWER OR ANY GUARANTOR'S CORPORATE
NAME OR IN ANY TRADE NAME USED TO IDENTIFY SUCH PERSON IN THE CONDUCT OF ITS
BUSINESS OR IN THE OWNERSHIP OF ITS PROPERTIES, (II) IN THE LOCATION OF THE
BORROWER OR ANY GUARANTOR'S CHIEF EXECUTIVE OFFICE OR PRINCIPAL PLACE OF
BUSINESS, (III) IN THE BORROWER OR ANY GUARANTOR'S IDENTITY OR CORPORATE
STRUCTURE OR IN THE JURISDICTION IN WHICH SUCH PERSON IS INCORPORATED OR FORMED,
(IV) IN THE BORROWER OR ANY GUARANTOR'S JURISDICTION OF ORGANIZATION OR SUCH
PERSON'S ORGANIZATIONAL IDENTIFICATION NUMBER IN SUCH JURISDICTION OF
ORGANIZATION, AND (V) IN THE BORROWER OR ANY GUARANTOR'S FEDERAL TAXPAYER
IDENTIFICATION NUMBER, IF ANY.
(O)
PRODUCTION REPORTS AND LEASE OPERATING
STATEMENTS.
WITHIN 45 DAYS AFTER THE END OF EACH FISCAL QUARTER, A REPORT
SETTING FORTH, FOR EACH CALENDAR MONTH DURING THE THEN CURRENT FISCAL YEAR TO
DATE, (I) THE VOLUME OF PRODUCTION AND SALES ATTRIBUTABLE TO PRODUCTION (AND THE
PRICES AT WHICH SUCH SALES WERE MADE AND THE REVENUES DERIVED FROM SUCH SALES)
FOR EACH SUCH CALENDAR MONTH FROM THE OIL AND GAS PROPERTIES, INDIVIDUALLY AND
IN THE AGGREGATE, AND (II)
62
THE RELATED AD VALOREM, SEVERANCE AND PRODUCTION TAXES AND LEASE OPERATING
EXPENSES ATTRIBUTABLE THERETO AND INCURRED FOR EACH SUCH CALENDAR MONTH.
(P)
GAS BALANCING REPORTS.
WITHIN 45 DAYS AFTER
THE END OF EACH FISCAL QUARTER, A REPORT SETTING FORTH, FOR THE QUARTER DURING
THE THEN CURRENT FISCAL YEAR TO DATE, THE EXISTENCE OF ANY MATERIAL GAS
IMBALANCES LISTED ON A PROPERTY-BY-PROPERTY BASIS.
(Q)
NOTICES OF CERTAIN CHANGES.
PROMPTLY, BUT
IN ANY EVENT WITHIN FIVE (5) BUSINESS DAYS AFTER THE EXECUTION THEREOF, COPIES
OF ANY AMENDMENT, MODIFICATION OR SUPPLEMENT TO THE ORGANIZATIONAL DOCUMENTS OF
THE BORROWER OR ANY SUBSIDIARY.
(R)
RATINGS CHANGE.
IF THE BORROWER OR ONE
OF ITS AFFILIATES BECOMES A PUBLICLY TRADED COMPANY, PROMPTLY AFTER MOODY'S OR
S&P SHALL HAVE ANNOUNCED A CHANGE IN THE RATING OF THE BORROWER OR ONE OF ITS
AFFILIATES, WRITTEN NOTICE OF SUCH RATING CHANGE.
(S)
PATRIOT ACT.
PROMPTLY AFTER THE REQUEST BY
ANY LENDER, ALL DOCUMENTATION AND OTHER INFORMATION THAT SUCH LENDER REASONABLY
REQUESTS IN ORDER TO COMPLY WITH ITS ONGOING OBLIGATIONS UNDER APPLICABLE "KNOW
YOUR CUSTOMER" AND ANTI-MONEY LAUNDERING RULES AND REGULATIONS, INCLUDING THE
USA PATRIOT ACT.
(T)
OTHER REQUESTED INFORMATION.
PROMPTLY
FOLLOWING ANY REQUEST THEREFOR, SUCH OTHER INFORMATION REGARDING THE OPERATIONS,
BUSINESS AFFAIRS AND FINANCIAL CONDITION OF THE BORROWER OR ANY SUBSIDIARY OR
AFFILIATES (INCLUDING, WITHOUT LIMITATION, ANY PLAN OR MULTIEMPLOYER PLAN AND
ANY REPORTS OR OTHER INFORMATION REQUIRED TO BE FILED UNDER ERISA), OR
COMPLIANCE WITH THE TERMS OF THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT, AS THE
ADMINISTRATIVE AGENT OR ANY LENDER MAY REASONABLY REQUEST.
SECTION 8.02.
NOTICES OF MATERIAL EVENTS.
THE
BORROWER WILL FURNISH TO THE ADMINISTRATIVE AGENT AND EACH LENDER PROMPT WRITTEN
NOTICE OF THE FOLLOWING:
(A)
THE OCCURRENCE OF ANY DEFAULT;
(B)
THE FILING OR COMMENCEMENT OF, OR THE