Budget Variance Report. On or before 2:00 p.m. (Boston time) on Friday of each week commencing on September 4, 2020, the Borrowers shall deliver to the Agents a Budget Variance Report. As used herein “Budget Variance Report” means a weekly report provided by the Borrowers to the Agents, showing amount of Qualified Cash as of Saturday of each week and the actual receipts and disbursements for each line item compared to the Approved Budget, as applicable, on a cumulative basis from the date hereof of until the fourth (4th) week after the date hereof and then on a rolling four (4) week basis at all times thereafter, noting therein all variances, on a line-item basis, from amounts set forth for such period in the Approved Budget, and shall include or be accompanied by explanations for all material variances and certified by an Authorized Officer of the Parent.

Budget Variance Report. On or before Friday of each week commencing on January 3, 2020, the Borrowers shall deliver to the Agents a Budget Variance Report. As used herein “Budget Variance Report” means a weekly report provided by the Borrowers to the Agents, showing amount of Qualified Cash as of Saturday of each week and the actual receipts and disbursements for each line item compared to the Budget, as applicable, on a cumulative basis from the date hereof of until the fourth (4th) week after the date hereof and then on a rolling four (4) week basis at all times thereafter, noting therein all variances, on a line-item basis, from amounts set forth for such period in the Budget, and shall include or be accompanied by explanations for all material variances and certified by an Authorized Officer of the Parent.

. Except, in each case, where the failure to comply would not reasonably be expected to have a Material Adverse Effect, and subject to [clause (g) of this Section 8.06] below, the Borrower, at its own expense, will, and will cause each Subsidiary to (in accordance with and to the extent permitted by the DIP Budget and any Permitted Variance):

Section # DIP Budget. The Credit Parties shall use all proceeds of the Loans and any DIP Cash Collateral, and shall operate, strictly in accordance with the DIP Budget, as the DIP Budget may be modified pursuant to Section 5.2(s), and subject to any Permitted Variances and the Permitted Carry.

Section # DIP Budget. The Credit Parties shall use all proceeds of the Loans and any DIP Cash Collateral, and shall operate, strictly in accordance with the DIP Budget, as the DIP Budget may be modified pursuant to Section 5.2(s), and subject to any Permitted Variances and the Permitted Carry.

. Subject to the provisions of the DIP Order and the DIP Budget:

The Credit Parties shall use all proceeds of DIP Loans and any DIP Cash Collateral, and shall operate, strictly in accordance with the DIP Budget, as the DIP Budget may be modified pursuant to [Section 8.01(o)], and subject to the variances permitted pursuant to [Sections 9.01(b) and (c)])] (the “Permitted Variances”); provided, that notwithstanding the Permitted Variances, the Credit Parties shall not make any capital expenditures in respect of their drilling obligations under the Subject Leases except to the extent expressly set forth in the DIP Budget.

The Credit Parties shall not permit # aggregate disbursements for any weekly time period of the DIP Budget to exceed the aggregate disbursements allowed for such weekly time period in the DIP Budget by more than ten percent (10%) and # aggregate disbursements for any line item in the DIP Budget for any weekly time period to be exceeded by more than fifteen percent (15%).

The Administrative Agent shall have received the DIP Budget most recently delivered pursuant to the Cash Collateral Order, which DIP Budget shall have been approved by the Administrative Agent.

Budget and Budget Overruns. The initial budget associated with each TDP will be reviewed and approved by the JSC prior to or concurrent with any TDP becoming effective. The Parties acknowledge that the nature of the activities under each TDP shall require adjustment of the budget by the JSC from time to time. Approval for any such adjustments shall be by the JSC in accordance with Section 3. ​.