Subject: Re: Revised Term Sheet
From: "Eric Schwerin" <[email-masked]>
To: "Michael Huerta" <[email-masked]>
Cc: "'Devon Archer'" <[email-masked]>, "'Hunter Biden'" <[email-masked]>
Date: Mon, 22 Nov 2010 18:41:56 -0500

Small typos.

On page 2, under 2., there is a stray "y" after Copper Crossing Project.

On page 3 of Exhibit A, in second paragraph of Shareholders Agreement and Transaction Structure, "commitsthat" is one word and should be "commits that".

Eric D. Schwerin
Rosemont Seneca Partners, LLC
1010 Wisconsin Ave., NW
Suite 705
Washington, DC 20007
(202) 333-1880
[email-masked]
P Consider the environment before printing this email.

On Nov 22, 2010, at 6:19 PM, Michael Huerta wrote:

1)      If IBR completes 5% of the construction by Dec 31 no matter what Congress does this project will grandfather in and it will receive the cash grant.  If IBR doesn’t complete 5% we will lose the grant and the deal be affected negatively.  Presumably IBR has a plan for completing the 5% that passes muster according to Treasury guidelines; waiting to see it, have been told it is in Data Room.
2)      109.1mm is 49% of the price to develop both projects.  CapEx for both projects is ~225mm; we are paying 49% of development costs and sharing in 49% of economics.
 
Also have some comments on the LOI, will send to the whole group.
 
Michael
 
From: Eric Schwerin [mailto:[email-masked]] 
Sent: Monday, November 22, 2010 5:52 PM
To: Devon Archer
Cc: Hunter Biden; [email-masked]
Subject: Re: Revised Term Sheet
 
Couple of quick questions.
 
1) If the ITC isn't renewed by Congress will that affect the deal?  
2) Is the price of $109.1m price the total price to develop both projects or just our 49%?  Or are we paying 100% of the development costs?

 
Eric D. Schwerin
Rosemont Seneca Partners, LLC
1010 Wisconsin Ave., NW
Suite 705
Washington, DC 20007
(202) 333-1880
[email-masked]
P Consider the environment before printing this email.
 
On Nov 19, 2010, at 4:38 PM, Devon Archer wrote:

FYI…please review
 
From: Abel Navarro Homet [mailto:[email-masked]] 
Sent: Thursday, November 18, 2010 10:19 AM
To: Devon Archer
Subject: RV: Revised Term Sheet
 
This was sent to IBE yesterday
 
De: Pio Mortera Nales 
Enviado el: miércoles, 17 de noviembre de 2010 14:11
Para: Bakshi, Vikram
CC: Lorenzo Roccia; Castro Perez Manzuco, Jose Luis; Abel Navarro Homet
Asunto: Revised Term Sheet

Hello Vikram,
 
Please find attached a revised version of the Term Sheet for Alamosa and Copper Crossing you sent. We have introduced some changes. Please, if you have any comments or questions do not hesitate to come back to us. We look forward to your feedback.
 
Best regards,

Pío Mortera Nales
Ingeniero Industrial
 
c/ Serrano 26, 8º I
28001, Madrid, Spain
Teléfono: +34 91 781 91 16  -  Fax: +34 91 431 42 01
Móvil: +34 600 574 212
e-mail: [email-masked]
 
<Revised term sheet for Alamosa and Copper Crossing mark up.DOC>