Annual Reallocation. On or about December 1 of each year, Xxxxxxxxx Energy shall submit for approval a new estimate of the Administrative Service Fee and the Fixed Charges Fee (together, the “Proposed Fee”) to the Conflicts Committee of the Board of Directors of Xxxxxxxxx Energy. The Proposed Fee will reflect any changes in personnel of Xxxxxxxxx Energy or its Affiliates who are performing the Services, changes in each such employee’s compensation and Xxxxxxxxx Energy’s good faith estimate of the time each such employee will spend performing Services on behalf of each of the ARP Entities taking into account prior performance and future expectations. The Proposed Fee shall also reflect Xxxxxxxxx Energy’s good faith estimate of the amount of fixed costs allocable to the ARP Entities. Once approved by the Conflicts Committee of the Board of Directors of Xxxxxxxxx Energy, or pursuant to the provisions of Section 2.6, the Proposed Fee shall become part of this Agreement and replace the existing Administrative Service Fee and the Fixed Charges Fee until such time as a new Proposed Fee is approved in accordance with the provisions of this Section 2.5 or Section 2.6. In addition, Xxxxxxxxx Energy shall prepare a schedule detailing the variance between the estimated allocation of time spent by its personnel on behalf of each of the ARP Entities in the past fiscal year (the “Adjusted Administrative Services Fee”) and submit such schedule for approval to the Conflicts Committee of the Board of Directors of Xxxxxxxxx Energy. Upon approval by the Conflicts Committee of the Board of Directors of Xxxxxxxxx Energy, or pursuant to the provisions of Section 2.6, the difference between the Administrative Services Fee paid and the Adjusted Administrative Services Fee shall be paid by or reimbursed (as applicable by the context) within 60 days of the fiscal year end.
Annual Reallocation. On or about December 1 of each year, AGP shall submit for approval a revised Annex A (the “Proposed Annex A”) to the board of directors of each of MGP, AGP and ARH II. The Proposed Annex A will reflect any changes in personnel of AGP who are performing the Services, changes in each such employee’s compensation and AGP’s good faith estimate of the time each such employee will spend performing Services on behalf of each of the ARLP Entities, the AHGP Entities and the ARH II Entities, respectively, taking into account prior performance and future expectations. Once approved by the board of directors of each of MGP, AGP and ARH II, or pursuant to the provisions of Section 2.6, the Proposed Annex A shall become part of this Agreement and replace the existing Annex A until such time as a new Proposed Annex A is approved in accordance with the provisions of this Section 2.5 or Section 2.6. In addition, AGP shall prepare a schedule detailing the variance between the estimated allocation of time spent by its personnel on behalf of each of the ARLP Entities, the AHGP Entities and the ARH II Entities in the past fiscal year (the “Adjusted Administrative Services Fee”) and submit such schedule for approval to the board of directors of each of MGP, AGP and ARH II. Upon approval by the board of directors of each of MGP, AGP and ARH II, or pursuant to the provisions of Section 2.6, the difference between the Administrative Services Fee paid and the Adjusted Administrative Services Fee shall be paid by or reimbursed to each Entity within 60 days of the fiscal year end.
Annual Reallocation. At the end of each grant year, the Department may reallocate obligated funds that remain unspent after the due date of the final quarterly expense report. The methodology for reallocating unspent funds shall be at the discretion of the Department.
