Schedule B to GSA

SCHEDULE B to GSA (Fishing Licenses)

License Holder: ______

FIN: ______

Enterprise Number: ______

Species License # Quota LIST ALL SPECIES .

B-1 Fishing License Schedule B - General Security Agreement Rev. March 2016 SCHEDULE B to GSA ADDITIONAL COVENANTS (FISHING LICENSES)

1. In this Schedule B the following words and expressions shall, except where the context otherwise requires, have the following meanings:

“DFO” means the Department of Fisheries and Oceans Canada;

“ Controlling Agreement” means an agreement between a licence holder and a person, corporation or other entity that permits a person, other than the licence holder, to control or influence the licence holder’s decision to submit a request to DFO for issuance of a “replacement” licence to another fish harvester (commonly referred to as a “licence transfer”). Agreements between the licence holder and a Recognized Financial Institution (RFI) are not Controlling Agreements if (1) there is no third party involved in the Agreement or (2) any co-signor, guarantor or other surety involved in an agreement does not control or influence the licence holder’s decision to submit a request to DFO for the issuance of a “replacement” licence to another fish harvester.

“ Fishing License” means the Fishing License described in this Schedule B, and includes the right to harvest quota thereunder.

“ PIIFCAF” means the DFO policy entitled Preserving the Independence of the Inshore Fleet in Canada's Atlantic Fisheries.

2. So long as the Collateral includes any Fishing License, the Debtor represents and warrants and covenants to and in favour of BDC as follows:

(a) in addition to the Security Interests created by Clause 1.1 of this Security Agreement, the Debtor mortgages and charges, and assigns and transfers to BDC, and grants to BDC a general and continuing security interest in the Fishing Licenses described in Schedule B;

(b) the fishing operations carried on under the Fishing License will be carried on in accordance with the laws of Canada;

(c) to maintain the Fishing Licence in good standing with DFO, and to pay all fees as required for renewal of the Fishing Licenses;

(d) to provide to BDC or its representatives at all reasonable times (and at least annually during the course of BDC’s annual loan review) copies of the Fishing License; and

(e) if the Fishing License is subject to PIIFCAF:

(i) the Debtor is familiar with the DFO Policy for Preserving the Independence of the Inshore Fleet in Canada’s Atlantic Fisheries, generally, and specifically with the definition of Controlling Agreement therein;

(ii) the Fishing License is not subject to a Controlling Agreement, and the Debtor shall not enter into a Controlling Agreement; and

(iii) The Debtor consents to the filing with the Department of Fisheries and Oceans a Notice of Financial Arrangement in prescribed form.

B-2 Fishing License Schedule B - General Security Agreement Rev. March 2016