Common use of Annual Distribution Clause in Contracts

Annual Distribution. Each Member hereby acknowledges and agrees that the ACE of all stocks, as authorized by Amendment 16, the Framework Adjustment and NMFS to the Sector, shall be harvested in accordance with the Harvesting Rules, which are set forth as Exhibit C hereto. Each Member agrees to, and agrees to cause its Participating Vessels to, exercise all commercially reasonable efforts to (i) assist in harvesting an amount of regulated groundfish stocks allocated by Amendment 16 equal to, but not greater than, the ACE for each stock, as further set forth on Exhibit C, unless additional ACE can be acquired, and (ii) to comply with all of the other Sector requirements set forth on Exhibit A and Exhibit C hereto. If at any time during the fishing year the Board determines that the ACE may not be fully harvested, the Board shall, subject to the provisions of Section 4.02, redistribute the ACE, through weekly quota targets or otherwise, to ensure that the ACE is fully harvested. In addition, to the extent that the ACE is adjusted upward or downward after the commencement of any fishing year, whether by the authority of NMFS, by framework adjustment or by other regulatory action, the Board shall have the authority to redistribute the adjusted ACE through DAS, weekly quotas or otherwise, to ensure that the adjusted ACE is properly harvested by the Members. Prior to the commencement of the Fishing Year, the Board shall make an initial distribution of the Sector’s ACE to members based on the Members’ fishing history. After the initial allocation of individual ACE is made, and at any time during the fishing year, Members are free to transfer, lease, or sell any ACE attributed to their Permit to any other Member subject to advance approval of Manager. Such requests shall be made in writing to the Manger in a timely manner. Members with or without ownership interests in multiple Permits may consolidate individual ACE to harvest from a single or fewer vessels. Such consolidation will be approved by the Manager prior to validation, and requests shall be made in writing to the Manager in a timely manner. ACE from Vessels designated as “Lease Only” (Exhibit D) may by leased by Vessels designated as “Active Commercial Groundfish.” In FY 2009, approximately 44% of the permits which are enrolled in the Fixed Gear Sector for FY 2010 are attached to vessels actively fishing for NE Multispecies. For FY 2010, the Fixed Gear Sector has 88 Permits currently enrolled. Of those Permits approximately 39 permits, or approximately 44% are anticipated to actively fish for NE multispecies in FY 2010. While these numbers may change, the Fixed Gear Sector expects that compared to FY 2009 there would be no change from the consolidation rate that previously occurred under the DAS Leasing Program or the consolidation rate that may take place in the common pool in FY 2010. The Member Permits that are not attached to active NE multispecies vessels in FY 2010 are the same permits that leased out their DAS allocations in FY 2009. In most cases, a Member who owns multiple Permits fished the DAS allocations of all those Permits on a single hull and will now continue to fish the ACE contributed by all those Permits on the same single hull, resulting in little-to-no additional consolidation.

Annual Distribution. Each Member hereby acknowledges and agrees Within fifteen (15) Business Days after the date that the ACE of all stocks, as authorized by Amendment 16, the Framework Adjustment and NMFS Credit Parties have delivered to the Sector, shall Administrative Agent (1) the financial statements certified by a Financial Officer of Commnet Wireless with respect to the Fiscal Year 2021 that are required to be harvested in accordance with the Harvesting Rules, which are set forth as Exhibit C hereto. Each Member agrees to, and agrees delivered pursuant to cause its Participating Vessels to, exercise all commercially reasonable efforts to (i) assist in harvesting an amount of regulated groundfish stocks allocated by Amendment 16 equal to, but not greater than, the ACE for each stock, as further set forth on Exhibit C, unless additional ACE can be acquiredSection 5.9(a), and (ii2) the Forecasted Cash Flow Statement required to comply be delivered with all such financial statements pursuant to Section 5.1(b) (and in any event after the Draw Period has expired), the Servicer may release funds out of the other Sector requirements set forth on Exhibit A and Exhibit C hereto. If Collection Account to (or at any time during the fishing year direction of) the Board determines that Borrower in an amount no greater than the ACE may not be fully harvested, the Board shallPermitted Annual Distribution Amount, subject to the satisfaction, or waiver in accordance with Section 9.4, of the following conditions precedent: (i) each Credit Document shall be in full force and effect, shall include terms and provisions of Section 4.02, redistribute reasonably satisfactory to the ACE, through weekly quota targets or otherwise, to ensure Administrative Agent (provided that the ACE terms and provisions set forth in the Credit Documents as of the Closing Date shall be deemed satisfactory to the Administrative Agent) and no provision thereof shall have been amended, restated, supplemented, modified or waived in any respect determined by the Administrative Agent to be material, in each case, without the consent of the Administrative Agent; (ii) the Administrative Agent shall have received an Annual Distribution Request executed by an Authorized Officer of the Borrower by no later than 11:00 a.m. five (5) Business Days prior to the date on which the Borrower proposes to make an Annual Distribution (the “Annual Distribution Date”), calculating the Permitted Annual Distribution Amount, and setting forth any other information reasonably requested by the Administrative Agent with respect to such Annual Distribution Date; (iii) as of such Annual Distribution Date, the representations and warranties made by the applicable Transaction Parties contained herein and in the other Credit Documents to which it is fully harvested. In additiona party shall be true and correct in all material respects (except that such representations and warranties that are qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of such Annual Distribution Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true and correct in all material respects (except that such representations and warranties that are qualified by materiality or Material Adverse Effect shall be true and correct in all respects) on and as of such earlier date; (iv) as of such Annual Distribution Date, AT&T is no more than five (5) Business Days late in depositing when due any Scheduled Receivable Payment or other Collections with respect to any Receivable into the ACE Collection Account; (v) as of such Annual Distribution Date, no Receivable is adjusted upward subject to any litigation and AT&T has not asserted any right of rescission, set-off, counterclaim, recoupment, or downward after other defense with respect to a Receivable; (vi) as of such Annual Distribution Date, no court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over AT&T or its properties has (a) asserted the commencement invalidity of a Receivable, or (b) sought a determination or ruling that, if adversely determined, could materially and adversely affect the validity or enforceability of a Receivable; and (vii) as of such Annual Distribution Date, no event shall have occurred and be continuing or would result from such release of funds from the Collection Account to the Borrower that would constitute an Event of Default or a Default. The Administrative Agent shall be entitled, but not obligated, to request and receive, prior to the release of any fishing year, whether by funds from the authority of NMFS, by framework adjustment or by other regulatory action, the Board shall have the authority to redistribute the adjusted ACE through DAS, weekly quotas or otherwise, to ensure that the adjusted ACE is properly harvested by the Members. Prior Collection Account to the commencement Borrower, additional information reasonably satisfactory to the Administrative Agent confirming the satisfaction of any of the Fishing Yearforegoing if, the Board shall make an initial distribution of the Sector’s ACE to members based on the Members’ fishing history. After the initial allocation of individual ACE is made, and at any time during the fishing year, Members are free to transfer, lease, or sell any ACE attributed to their Permit to any other Member subject to advance approval of Manager. Such requests shall be made in writing to the Manger in a timely manner. Members with or without ownership interests in multiple Permits may consolidate individual ACE to harvest from a single or fewer vessels. Such consolidation will be approved by the Manager prior to validation, and requests shall be made in writing to the Manager in a timely manner. ACE from Vessels designated as “Lease Only” (Exhibit D) may by leased by Vessels designated as “Active Commercial Groundfish.” In FY 2009, approximately 44% of the permits which are enrolled in the Fixed Gear Sector for FY 2010 are attached to vessels actively fishing for NE Multispecies. For FY 2010good faith judgment of such Agent, the Fixed Gear Sector has 88 Permits currently enrolled. Of those Permits approximately 39 permits, or approximately 44% are anticipated to actively fish for NE multispecies in FY 2010. While these numbers may change, the Fixed Gear Sector expects that compared to FY 2009 there would be no change from the consolidation rate that previously occurred such request is warranted under the DAS Leasing Program or the consolidation rate that may take place in the common pool in FY 2010. The Member Permits that are not attached to active NE multispecies vessels in FY 2010 are the same permits that leased out their DAS allocations in FY 2009. In most cases, a Member who owns multiple Permits fished the DAS allocations of all those Permits on a single hull and will now continue to fish the ACE contributed by all those Permits on the same single hull, resulting in little-to-no additional consolidationcircumstances.

Annual Distribution. Each Member hereby acknowledges and agrees that the ACE aggregate allocation of all stocks, as GB cod authorized by Amendment 16, the Framework Adjustment and NMFS to the Sector, Sector (the “Aggregate Allocation”) shall be harvested in accordance with the Harvesting Rules, which are set forth as Exhibit C hereto, and the requirements as to DAS set forth on Exhibit B hereto. Each Member agrees to, and agrees to cause its Participating Vessels to, exercise all commercially reasonable efforts to to (i) assist in harvesting an amount of regulated groundfish stocks allocated by Amendment 16 GB cod equal to, but not greater than, the ACE for each stockAggregate Allocation, as further set forth on Exhibit C, unless additional ACE can be acquired, and (ii) to comply with all of the other Sector requirements set forth on Exhibit A B and Exhibit C hereto. If at any time during the fishing year the Board determines that the ACE Aggregate Allocation may not be fully harvested, the Board shall, subject to the provisions of Section 4.02, redistribute the ACEAggregate Allocation, through weekly DAS, monthly quota targets or otherwise, to ensure that the ACE Aggregate Allocation is fully harvested. In addition, to the extent that the ACE Aggregate Allocation is adjusted upward or downward after the commencement of any fishing year, whether by the authority of NMFS, by framework adjustment or by other regulatory action, the Board shall have the authority to redistribute the adjusted ACE Aggregate Allocation through DAS, weekly monthly quotas or otherwise, to ensure that the adjusted ACE Aggregate Allocation is properly harvested by the Members. Prior to the commencement of the Fishing Year, the Board shall make an initial distribution of the Sector’s ACE to members based on the Members’ fishing history. After the initial allocation of individual ACE is made, and at any time during the fishing year, Members are free to transfer, lease, or sell any ACE attributed to their Permit to any other Member subject to advance approval of Manager. Such requests shall be made in writing to the Manger in a timely manner. Members with or without ownership interests in multiple Permits may consolidate individual ACE to harvest from a single or fewer vessels. Such consolidation will be approved by the Manager prior to validation, and requests shall be made in writing to the Manager in a timely manner. ACE from Vessels designated as “Lease Only” (Exhibit D) may by leased by Vessels designated as “Active Commercial Groundfish.” In FY 2009, approximately 44% of the permits which are enrolled in the Fixed Gear Sector for FY 2010 are attached to vessels actively fishing for NE Multispecies. For FY 2010, the Fixed Gear Sector has 88 Permits currently enrolled. Of those Permits approximately 39 permits, or approximately 44% are anticipated to actively fish for NE multispecies in FY 2010. While these numbers may change, the Fixed Gear Sector expects that compared to FY 2009 there would be no change from the consolidation rate that previously occurred under the DAS Leasing Program or the consolidation rate that may take place in the common pool in FY 2010. The Member Permits that are not attached to active NE multispecies vessels in FY 2010 are the same permits that leased out their DAS allocations in FY 2009. In most cases, a Member who owns multiple Permits fished the DAS allocations of all those Permits on a single hull and will now continue to fish the ACE contributed by all those Permits on the same single hull, resulting in little-to-no additional consolidation.