Common use of Communications Protocol Clause in Contracts

Communications Protocol. Developer shall document meetings and conference calls (with three or more parties) with potential Lenders and shall promptly provide the Department (and its advisors) with minutes of any meeting. The Department shall have the right to attend, but will not be in charge of, meetings and conference calls. Any material information and clarifications about the IPDC process that are communicated to one potential Lender shall be promptly shared with all other identified potential Lenders. Responses to potential Lender questions, comments and requests for clarifications, and any clarifications to be requested from potential Lenders, will be prepared by Xxxxxxxxx’s Finance Team and subject to review and comment by the Department’s Finance Team. Developer will issue responses and requests for clarifications after carefully considering such comments. APPENDIX 14 FORM OF DIRECT AGREEMENT THIS DIRECT AGREEMENT dated as of , 20 (this “Direct Agreement”), among: the California Department of Transportation, a public agency of the State of California (the “Department”); [name of Developer] a [corporate form] incorporated in [state of incorporation] (“Developer”); and [Lenders’ Collateral Agent or Indenture Trustee], as Trustee or Collateral Agent (in such capacity, together with its successors in such capacity, the “Collateral Agent”) for the Lenders (as defined in the Agreement).

Communications Protocol. Developer shall document meetings and conference calls (with three or more parties) with potential Lenders and shall promptly provide the Department (and its advisors) with minutes of any meeting. The Department shall have the right to attend, but will not be in charge of, meetings and conference calls. Any material information and clarifications about the IPDC process that are communicated to one potential Lender shall be promptly shared with all other identified potential Lenders. Responses to potential Lender questions, comments and requests for clarifications, and any clarifications to be requested from potential Lenders, will be prepared by Xxxxxxxxx’s Finance Team and subject to review and comment by the Department’s Finance Team. Developer will issue responses and requests for clarifications after carefully considering such comments. APPENDIX 14 FORM OF DIRECT AGREEMENT THIS DIRECT AGREEMENT dated as of , 20 (this “Direct Agreement”), among: the California Department of Transportation, a public agency of the State of California (the “Department”); [name of Developer] Golden Link Concessionaire LLC, a [corporate form] incorporated in [state of incorporationCalifornia limited liability company] (“Developer”); and [Lenders’ Collateral Agent or Indenture Trustee], as Trustee or Collateral Agent (in such capacity, together with its successors in such capacity, the “Collateral Agent”) for the Lenders (as defined in the Agreement).

Communications Protocol. Developer shall document meetings and conference calls (with three or more parties) with potential Lenders and shall promptly provide the Department (and its advisors) with minutes of any meeting. The Department shall have the right to attend, but will not be in charge of, meetings and conference calls. Any material information and clarifications about the IPDC process that are communicated to one potential Lender shall be promptly shared with all other identified potential Lenders. Responses to potential Lender questions, comments and requests for clarifications, and any clarifications to be requested from potential Lenders, will be prepared by Xxxxxxxxx’s Finance Team and subject to review and comment by the Department’s Finance Team. Developer will issue responses and requests for clarifications after carefully considering such comments. APPENDIX 14 FORM OF DIRECT AGREEMENT THIS DIRECT AGREEMENT dated as of , 20 (this “Direct Agreement”), among: the California Department of Transportation, a public agency of the State of California (the “Department”); [name of Developer] Golden Link Concessionaire, LLC, a [corporate form] incorporated in [state of incorporation] California limited liability company (“Developer”); and [Lenders’ Collateral Agent or Indenture Trustee], as Trustee or Collateral Agent (in such capacity, together with its successors in such capacity, the “Collateral Agent”) for the Lenders (as defined in the Agreement).