Adjustments of Borrowing Base. In addition to any adjustments to the Borrowing Base pursuant to Section 5.11:
Collateral Borrowing Base Deficiency. Should the sum of the # unpaid outstanding principal balance of the Revolver Note at any time prior to maturity plus all other outstanding Indebtedness be greater than the Collateral Borrowing Base in effect at such time (a "Borrowing Base Deficiency"), Bank may notify Borrowers in writing of the deficiency. Within fifteen (15) days from and after the date of any such deficiency notice Borrowers shall notify Bank in writing of their election to:
Weekly Borrowing Base Certificates. Notwithstanding the provisions of [Section 6.5] of the Credit Agreement, during the Forbearance Period, the Loan Parties will deliver an updated certificate in the form of Borrowing Base Certificate required pursuant to [Section 6.5] of the Credit Agreement (each, a "Weekly Borrowing Base Certificate"), no later than Wednesday of each week. Each Weekly Borrowing Base Certificate will include an estimate of Receivables as of Friday of the immediately preceding week and an estimate relating to Inventory # as of the last day of the second immediately preceding calendar month, if such Weekly Borrowing Base Certificate is delivered (or required to be delivered) during the period commencing on the 1st and ending on 19th of any calendar month or # as of the last day of the immediately preceding calendar month, if such Weekly Borrowing Base Certificate is delivered (or required to be delivered) during the period commencing on the 20th and ending on the last day of any calendar month.
Third Amendment Borrowing Base. For the period from and including the Third Amendment Effective Date to but excluding the next Redetermination Date to occur thereafter, the amount of the Borrowing Base shall be an amount equal to $2,500,000,000. Notwithstanding the foregoing, the Borrowing Base may be subject to further adjustments in between Scheduled Redeterminations from time to time pursuant to [Section 2.07(e)], [Section 8.12(c)] or [Section 9.12(d)]. The redetermination of the Borrowing Base on the Third Amendment Effective Date pursuant to this [Section 2.07(a)] shall constitute the April 1, 2023 Scheduled Redetermination.
“Applicable Margin” means: # if the Borrowing Base (as of the most recently delivered Borrowing Base Certificate) is equal to or greater than 1.85 times the Combined Debt Amount (as of the most recently delivered Borrowing Base Certificate), # with respect to any ABR Loan, 1.00% per annum, and # with respect to any Eurocurrency Loan or SOFR Loan, 2.00% per annum and # if the Borrowing Base (as of the most recently delivered Borrowing Base Certificate) is less than 1.85 times the Combined Debt Amount (as of the most recently delivered Borrowing Base Certificate), # with respect to any ABR Loan, 1.25% per annum, and # with respect to any Eurocurrency Loan or SOFR Loan, 2.25% per annum. Any change in the Applicable Margin due to a change in the ratio of the Borrowing Base to the Combined Debt Amount as set forth in any Borrowing Base Certificate shall be effective from and including the day immediately succeeding the date of delivery of such Borrowing Base Certificate; provided that # if any Borrowing Base Certificate has not been delivered in accordance with Section 5.01(d), then from and including the day immediately succeeding the date on which such Borrowing Base Certificate was required to be delivered, the Applicable Margin shall be the Applicable Margin set forth in [clause (b) above], to and including the date on which the required Borrowing Base Certificate is delivered, and # at any time that an Event of Default has occurred and is continuing, the Applicable Margin shall be the Applicable Margin set forth in [clause (b) above], to but excluding the date on which such Event of Default shall cease to be continuing.
“Letter of Credit Fee Percentage” means, # if the Borrowing Base (as of the most recently delivered Borrowing Base Certificate) is greater than or equal to the product of 1.60 and the LC Exposure, 1.10%; and # if the Borrowing Base (as of the most recently delivered Borrowing Base Certificate) is less than the product of 1.60 and the LC Exposure, 1.225%.
"Borrowing Base Certificate" means the certificate in the form of [Exhibit A] hereto, properly completed and duly executed by any authorized officer of Borrower, who is authorized to deliver the Borrowing Base Certificate on behalf of Borrower.
EXHIBIT #: Borrowing Base Certificate
March 20, 2022 Borrowing Base Certificate covering the month of February, or # if such valuations were received after such time, they would be included in the April 20, 2022 Borrowing Base Certificate for the month of March.
Borrowing Base Certificate means a certificate in substantially the form of Exhibit B-11].
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