Borrowing Base Property Dispositions and Borrowing Base Hedge Unwinds. Upon the occurrence of any Borrowing Base Property Disposition or any Borrowing Base Hedge Unwind, the Borrowing Base shall be immediately reduced by an amount equal to # the Borrowing Base Value of the Borrowing Base Properties that are subject to such Borrowing Base Property Disposition or # the Borrowing Base Hedge Unwind Value with respect to such Borrowing Base Hedge Unwind, as applicable; provided, however, that, so long as no Borrowing Base Deficiency exists immediately prior to such Borrowing Base Property Disposition or Borrowing Base Hedge Unwind, as applicable, such reduction in the Borrowing Base shall not occur unless and until any of the following shall result therefrom:

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.

Increase of Collateral Borrowing Base. In the event Bank agrees to increase the Collateral Borrowing Base pursuant to the terms of this Agreement, Borrowers shall pay to the Bank a fully earned and non-refundable fee any new money increases equal to sixty basis points (0.60%).

Variance from Collateral Borrowing Base. Any Revolver Loan advance shall be conclusively presumed to have been made to Borrowers by Bank under the terms and provisions hereof and shall be secured by all of the Collateral and security described or referred to herein or in the Mortgage, whether or not such loan conforms in all respects to the terms and provisions hereof. If Bank should (for the convenience of Borrowers or for any other reason) make loans or advances which would cause the unpaid principal amount of the Revolver Note plus outstanding and unfunded Letters of Credit to exceed the amount of the applicable Collateral Borrowing Base, no such variance, change or departure shall prevent any such loan or loans from being secured by the Collateral and the security created or intended to be created herein or in the Security Instruments. The Collateral Borrowing Base shall not in any manner limit the extent or scope of the Collateral and security granted for the repayment of the Revolver Note (or any other Indebtedness) or limit the amount of indebtedness under the Revolver Note (or any other Indebtedness) to be secured.

Redetermination of Collateral Borrowing Base. At any time after thirty (30) days of the receipt of such information and in no event later than each April 30 and October 31 (commencing April 30, 2024) (each being a "Redetermination Date") the Bank shall # make a good faith determination of the present worth using such pricing and discount factor (in no event shall the present worth be discounted by a factor less than nine percent (9.0%)) and advance rate as it deems appropriate pursuant to the Bank's then applicable energy lending and engineering policies, procedures and pricing parameters, of the future net revenue estimated by the Bank to be received by Borrowers from not less than eighty percent (80%) of the oil and gas wells/properties so evaluated and attributable to Borrowers, multiplied by a percentage then determined by the Bank in good faith to be appropriate on the basis of the Bank's then applicable energy lending criteria, and # report in writing to Borrowers such sum of the evaluation by the Bank of such evaluated oil and gas properties (the "Collateral Borrowing Base").

Effectiveness of a Redetermined Borrowing Base. Subject to Section 2.20(f), after a redetermined Borrowing Base is approved or deemed to have been approved by all of the Lenders (other than Defaulting Lenders) or the Required Lenders, as applicable, pursuant to [Section 2.20(c)(iii)], the Administrative Agent shall deliver a notice (the “New Borrowing Base Notice”) to the Borrower and the Lenders regarding the amount of the redetermined Borrowing Base and such amount shall become the new Borrowing Base, effective and applicable to the Borrower, the Administrative Agent, the Issuing Banks and the Lenders:

Borrowing Procedures. Each Swingline Borrowing shall be made upon the Borrower’s irrevocable notice to the Swingline Lender and the Administrative Agent, which may be given by: # telephone or # a Swingline Loan Notice; provided that any telephonic notice must be confirmed immediately by delivery to the Swingline Lender and the Administrative Agent of a Swingline Loan Notice. Each such Swingline Loan Notice must be received by the Swingline Lender and the Administrative Agent not later than 1:00 p.m. on the requested borrowing date, and shall specify # the amount to be borrowed, which shall be a minimum of $100,000, and # the requested date of the Borrowing (which shall be a Business Day). Promptly after receipt by the Swingline Lender of any Swingline Loan Notice, the Swingline Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swingline Loan Notice and, if not, the Swingline Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swingline Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Lender) prior to 2:00 p.m. on the date of the proposed Swingline Borrowing # directing the Swingline Lender not to make such Swingline Loan as a result of the limitations set forth in the first proviso to the first sentence of [Section 2.04(a), or (2)])] that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swingline Lender may, make the amount of its Swingline Loan available to the Borrower at its office by crediting the account of the Borrower on the books of the Swingline Lender in Same Day Funds.