Fabian Velez | 00:42
Hi, everyone.
Speaker 2 | 00:45
Hey, everyone, you guys here?
Fabian Velez | 00:48
I have to tell you that the governor just asked for a quick meeting, like for 20 minutes, with Marie-Iela and the team. They're going to be here at 04:30, okay? They're going to be back at 04:30, right?
Speaker 2 | 01:05
Sure, no problem.
Fabian Velez | 01:06
So I'm going to leave the meeting open, okay?
Speaker 2 | 01:10
Okay, we'll all just dial back in or rejoin at viban.
Fabian Velez | 01:11
Alright, okay, perfect. Alright, thank you.
Speaker 2 | 01:17
Okay. Thanks.
Speaker 3 | 01:18
Thank you. Thank you.
Fabian Velez | 01:19
Bye.
Yeah, so and meeting ato so you inter.
Speaker 3 | 27:13
To them. [Laughter].
Speaker 4 | 27:15
It's called One Thing over Labraca. [Laughter] I'm already sitting in and I'm going to be a moment. The comments that your colleague is selling as may have been anno.
mgarcia@recomspr.net | 29:51
Hello everyone. Hello, sorry for the dela.
Speaker 4 | 30:04
I think everybody.
Speaker 2 | 30:05
Hear me? Yes.
Speaker 4 | 30:14
I'm going to bet.
Speaker 2 | 30:16
There we go, you don't hear anything.
mgarcia@recomspr.net | 30:18
I'm doing good.
Speaker 3 | 30:20
Good to see you again.
mgarcia@recomspr.net | 30:22
You too.
Speaker 3 | 30:34
Hear? We can hear you. I can hear you, yeah.
Speaker 2 | 30:38
Okay, sorry I couldn't hear you before.
mgarcia@recomspr.net | 30:40
Yeah, I can hear you great.
Speaker 2 | 30:43
Great good to see everyone.
mgarcia@recomspr.net | 30:45
You too.
I know we're waiting for Brepa.
Speaker 6 | 31:02
Right?
Speaker 4 | 31:04
Yes, one second, please. I'm calling Leon. I'll see if I can catch him. One second.
mgarcia@recomspr.net | 31:13
And know, probably haven't talked to you guys earlier, but sorry, Freba asked us if we could reschedule this meeting half an hour if they had an urgent meeting that presented to them. So sorry for the last-minute change.
Speaker 2 | 31:28
No. worries. We understand a lot's going on.
mgarcia@recomspr.net | 31:32
Yeah, just a little bit.
Speaker 4 | 33:17
Sorry. One minute, please. I'm trying to see if I can locate Leon.
mgarcia@recomspr.net | 35:35
Guys say a format of hits up, but just to keep you in the loop, the NDAs were sent out to Luma Heneta. So we can start the conversation. It is the ball rolling and get the conversation a lot faster.
Speaker 2 | 35:56
Great. Thank you, Miguel. It was the first thing that we wanted to discuss on this call.
mgarcia@recomspr.net | 36:02
Yeah, they were always sent out. We're just waiting for them to be signed and get back to us.
Speaker 7 | 36:08
Once that happens.
mgarcia@recomspr.net | 36:11
It'll be quicker. I think we can move quicker.
Speaker 2 | 36:14
And then, Miguel, as far as our vendors, including APR and RGE, do you think they would fall just under our NDA or which would be ideal or do you want independent with all those groups?
mgarcia@recomspr.net | 36:31
I think they can fall under you. I mean, you can do an internal.
Speaker 2 | 36:37
The iron is I'm fine with them, so if they could fall under me, that would be perfect.
mgarcia@recomspr.net | 36:43
Yeah, you're the main contractor, so, yeah, they could fall under you. I believe in Francisco. You can correct me on this. I'm not a legal guy, so I believe that they can fall under you.
Speaker 6 | 36:57
Yeah, they can fall under you.
Speaker 8 | 36:58
If any issue may arise, what we can do is do a less certification of the controlled parties, where we stay the list of people that could be on and they're protected under the umbrella of the NDA. A we just state it as a certification and we do the same thing to Ha and Numa and everybody could, if they feel more comfortable, knowing with whom they're sharing the...
And nobody outside that ground could, you know, receive the information. Then it's something that definitely we can do. It's very easy to core.
Speaker 2 | 37:37
Okay, great Francisco, that would be great to do.
Speaker 4 | 37:39
You'll be welcome.
Hi Ariel, and I'm sorry, let me turn on my camera here. You're going to be connecting, but he's going to take a few minutes. Everyone, nice to see you. Welcome back.
Speaker 2 | 38:25
Thank you very much. Hi, 40.
Speaker 4 | 38:28
Where are my bedside manners? Here we are. Okay. So thank you so much for circling back. Yesterday we had a meeting with Prepa management, and we did an overview for the issues list that we presented at our last meeting. We discussed it with them. Management was very empathetic that the price that they were looking for was 2425 cents per kilowatt and everything.
It was an all-inclusive price.
Fabian Velez | 39:01
So we did go on my... Because they were very POs and adapted to school were not accepted.
Speaker 4 | 39:02
So we did go one by one, but they were very... Lots of the changes that Jabin has proposed were not accepted.
Fabian Velez | 39:12
So we want to con that one by one the I am to be a reading email to you people.
Speaker 4 | 39:13
So you want to discuss that one by one, we can. But that was obviously... I am the TPOO and I'm waiting on Leon. Again, he will be connecting, but not right away, eventually.
Fabian Velez | 39:22
And think not right away, but Ely that a discussion is set, and a belief is that are not a reminder that we're willing to very my language and not that of money.
Speaker 4 | 39:26
Essentially that's what the discussion was, and that was a discussion that was held. There's several issues that I believe are not that are minor that they're willing to verify the language, but not everything was accepted. They don't think that they can do any upfront money and the guarantees.
Fabian Velez | 39:48
And guarantee the day that something that is of the test that we are printing from the Javi and the tally that both of you discuss, any other comments.
Speaker 4 | 39:51
They understand that that's something that is not that there's got to be a risk that Javi assumes and basically that's what it was discussed. I don't get it, I don't know if you have any other comments on the overall perception of BPA, no.
mgarcia@recomspr.net | 40:13
I think RE can explain more in detail once he gets connected. Like Miriella said, they're very empathetic about the pricing and how we can achieve that. Again, we can go one by one. Miriella, having that said, do you have the last document for the.
Speaker 4 | 40:40
I do have here my notes on the comments on each of the issues. If you want to present that.
Fabian Velez | 40:40
I know?
mgarcia@recomspr.net | 40:47
Send it to me. Yeah.
Speaker 4 | 40:50
No, the issue, but you can portray the issues and I can walk them through.
mgarcia@recomspr.net | 40:54
I don't have the issues list. Send the issues, please, to me, please. Thank you.
8.
Did you send them?
Speaker 4 | 42:07
I think Favian took them from my folder a second ago.
Me. It's the list that you portrayed yesterday. You have to have it. I don't see it on my folder. Somebody took it out of there.
mgarcia@recomspr.net | 42:50
I'll find it. No worries. But I'll wait for you, man. I'll find it.
Speaker 4 | 45:15
Mi. I send it to you.
mgarcia@recomspr.net | 45:59
Six.
Okay. Ready to go?
Speaker 2 | 46:19
Okay, great.
Speaker 4 | 47:01
Yes. Man, please, if you can share your screen with this, this is the issues discussed in the last meeting. We went ahead and put all the comments on the comments side on what was discussed and the action items that were on behalf of Brepa and Jabdin.
Fabian Velez | 47:16
In case, then I am so... Will say and it's very clear if they are in... So, on number two, you see the one foundation of counter family on Jabin, and that we can be considered considerilitators.
Speaker 4 | 47:18
So this is the document that we took to management to discuss. On item number one, it's obviously pretty clear if they have an intent on corporate indeed, and that David is more than willing and able on action number two. Freba told us that, obviously, the contract obligations on the permitting will fall upon Jabin, and that we definitely will be facilitators as we... I mean, Prepa will be facilitators in helping Jabin acquire these permits and helping them and assisting them in all the processes.
Speaker 7 | 48:04
Hold on, what about the clarification of the second order?
Speaker 4 | 48:11
We definitely that's something that we can do.
Fabian Velez | 48:13
We contacted contributions or only and any other improvements unnecessary, anything we observe government and the charges are to be very fine to a specific imp.
Speaker 4 | 48:14
But we will be assisting in getting the clarification. But obviously, in any other permits that are necessary, and if by any chance you have to work on anything needed on behalf of the government, that you will be in charge of that, and we will be facilitators.
But yes, we will be verifying of the specifically to this project. The executive order applies. Okay, and.
Speaker 2 | 48:40
Sorry, Miriella, just for Mark and Carlos, please jump in along the way if you have any questions, if I don't get on it myself.
Speaker 8 | 48:52
Okay.
Speaker 9 | 48:53
So I what do you say, facilitators, what do you. I'm sorry, this is Brian Kelly from MCGIREODS. What do you what does that mean.
Speaker 4 | 49:00
Facilitate that we do that.
Fabian Velez | 49:02
The in of gathering against the needs of the consumer but that over there is the time to the number and a sub order of that product because how the use the f market.
Speaker 4 | 49:02
Obviously the position of Javan is that the executive order applies and the old permits should be waived. We will definitely verify clarification on whether this executive order applies specifically to this project.
So we'll we can definitely do the due diligence and try to see if we can specifically have it for this budget.
Fabian Velez | 49:18
We haven't put this on but if any other budget were made or any agency comes from any government agencies.
Speaker 4 | 49:21
But if any other permit or anything is needed on your behalf from any government agency, we will definitely assist you in touching base with the people in the agency and trying to accelerate those processes.
Fabian Velez | 49:26
You are really s you with such a thing with the people and the agency and fa right that need a dr of.
Speaker 4 | 49:36
That's either PA Hanara or Luma just.
Speaker 9 | 49:43
And I'll let Carlos speak. But that would just lead us to need. If that's the case, then we would need to verify everything before we start engaging in any third party vendor exposure. I mean that is that appreciated by prepa did that would all.
Speaker 2 | 49:58
Need to be verified. I think Brian, I'm not sure if this is form over substance. Miriella, but we understand we would be the entity that would be required to file for the permits. But the risk of the permits and impacting our ability to operate and continue operating at the site. The risk would still lie with Preppo.
Speaker 4 | 50:36
Okay, I'll make that note and make sure that I include included.
Speaker 7 | 50:43
For clarity, from our perspective, the ideal situation is that there is an updated executive order that expressly includes contractors providing temporary generation, that is contemplated under the executive order, so that it doesn't cover Javelin and its subcontractors.
It does away with any kind of Puerto Rico permitting. Of course, that doesn't exclude federal permitting. We would have to deal with that, but that would mean that the Puerto Rico permitting would be a huge chunk of the work.
I'm sure all locals on the call can appreciate it if we subject this project to local permitting. It will not get built in the time frame that we're interested in doing it.
Speaker 3 | 51:40
Agree? Miriella, this is John Sacks. Good afternoon. In the case of where... Given the fact that we're citing the facility on the coast to sewer Prepa property, which already has a permit or has a number of permits, including Title 5 air permits, including stormwater permits, discharge permits, etc. In the instance where we are basically going to have to fall under AAA Prepa or a Hanala permit... I don't think we can be the lead. I don't think that Prepa can just facilitate...
I think that there has to be a more affirmative obligation on that.
Fabian Velez | 52:41
When you're saying it, you and going by the time, or whatever, and Mo and the.
Speaker 4 | 52:42
Okay. So what you're saying is that because they are the operators and have the site control that they have to be the ones engaged in soliciting the pyramids and just including the increase of whatever the water sewage and EPA issues with the air emissions.
So, to allow for it.
Speaker 3 | 53:02
It's I mean, I think I'm what I'm saying is it's a potential that there could be permits that are necessarily will need to fall under the existing you know. Hanneta. I don't know who owns it. I don't know who the permit holder is, Hanara or PREPA, but they will need to play a more prominent role.
We need to incorporate... I don't know if it's you... There are periods of time where you would have an air exemption, so hopefully that's not an issue. But stormwater could be an issue. Things like that.
Speaker 8 | 53:39
I would like to, real quick, on the permit side, basically as facilitators, of course, we have a realm of permits. Those permits... Once we do the legal memo on the capacity of their outreach of the executive order and what it covers, we can definitely look at other permits. What you're talking about, remember, Hanara is
an operator and a manager. These properties are under PREPA's permits. Those permits could be transferable, definitely, they would be transferred. Of course, those that cannot be transferred, well, maybe they will be federally funded or locally funded. We definitely would help out.
During the process, we will be basically checking out wrapping any permits that fall under the executive order, any permits that would be transferable from B under Hanera's management and those that cannot or do not fall under the umbrella. We still would assist with that process.
Speaker 7 | 54:50
Perhaps let me... I think that fast rules... That are clear. Fast rules like that may not work. Let me give you an example. On the handling of the reject the water, that would need to go through the existing NPDS permit that PREPA has for this site. You really cannot assign that permit. It is PREPA's permit.
It's required for cooling purposes for the facility for the COR facility. In any event, what it may require and I don't know the answer to that because we haven't seen it. It could require an amendment perhaps or an administrative modification, some minor thing or not or notification to EPA. We don't know yet, but it's not something that we would be able to do because we're not the permit there.
So that's just one. Just one example.
Speaker 8 | 55:56
That's why I state that in the room. Again, it's not an as prayer. Those are forms of prayer about that are transferable or maybe subject to any amendments. It's something that is doable. Of course, those that are not transferable legally...
Well, then we would... It would not fall under the realm, but those that of course fall under the realm of prepa would be brought to the table as part of the permitting, certification that we do on the project.
mgarcia@recomspr.net | 56:33
Carlo. So maybe I could be a little more... It's like we're stating it's going to depend. Obviously, I know what you're stating, and I know that discharge plants for what you're proposing. It really depends if your proposal changes a generator at this case or prepas and MPDs permits.
Fabian Velez | 57:03
Gen.
mgarcia@recomspr.net | 57:10
So if that changes, maybe some amendments may have to be done to their permits or maybe there could be some waivers. We don't know yet until we get the full scope, of course, but I understand what you're saying specifically for discharges and trying to fall into Hanneta's or prepas's existing EPAMology. There could be some truth to that. We have to, again, sit down. That's something we have to talk about.
I know that you guys already talked to Hanneta on that subject. At some level, they were okay with it. They planned that in theory, you can hold your application for the discharge and their current MPDs permits.
But it remains to be seen at this point what is stated that any other permits that need to be done by Java and that need to be acquired, disregarding if there's going to be any interconnection that will interlock with Generta or prepas's permits and need to be submitted by Javin.
Speaker 3 | 58:42
So. So the way to think about it, you're saying, is that any permits that are unique to our plant, to the Javelin plans, are not interrelated to the existing coast-to-sewer facility or would fall under the coast-to-sewer facility by regulation. We would want to basically be responsible for getting those, is that what I'm hearing?
Because yes, I think that's okay.
mgarcia@recomspr.net | 59:24
Yeah, as far as I can tell, of course. If Hatta agrees that we can get into the permits and it doesn't affect their application because obviously we're trying to... It's something we talked to the plan, they said it was okay, but there are hire people that need to okay this.
If that's okay, then you can definitely fall into their permits into the discharge permits and their current permits. But if there's any, like you said, specific permits that are unique to your application that do not fall into PREPA and PREPA does not agree, or if there's a permit that we do not agree that you can fall into, there's probably a law probably prohibiting that you can fall into their permits, then that would be responsible for those to acquire.
And obviously, a PREPA would help as a facilitator to try to speed those up.
Speaker 4 | 01:00:34
I think this topic is definitely subject to further discussion. When we discussed this yesterday with management, we weren't talking about specifics.
Fabian Velez | 01:00:39
Talking about specifics in general.
Speaker 4 | 01:00:42
And spoke about permits in general, and they were very blunt to say that you were in charge of the permits and that they would be facilitators.
Fabian Velez | 01:00:43
They were very blunt to say that.
Speaker 4 | 01:00:50
But I can see that there are other aspects. If other people are controlling the site and the permits should be funneled through them, then there has to be some kind of participation. And maybe it's just an amendment to that. They have to approve.
So I think this conversation definitely needs further discussion on more specifics. Permitting and the conditions particular to those sites.
Speaker 2 | 01:01:16
Yeah, Mary. Sorry, Prince, go ahead.
Speaker 10 | 01:01:21
I just... We're just going to add... I know I'm late to the call, but Carlos, are you comfortable with the executive order of the governor as it stands, or do you think it should be modified? If it should be modified, should you serve the one or two-sentence elegantly that would potentially do the trick.
Speaker 7 | 01:01:39
I would prefer it to be modified to be crystal clear that again, the contractors and subcontractors providing emergency generation, such as contemplated in the text of the order, but not specifically mentioned, are covered by the order.
So that's There's.
Speaker 10 | 01:01:57
Do you mind? Subbating do you mind submitting a that draft language for them to consider.
Speaker 7 | 01:02:02
Please we can't yeah we can do that.
mgarcia@recomspr.net | 01:02:04
Certainly.
Speaker 2 | 01:02:05
Thank you.
Speaker 4 | 01:02:06
That would be fantastic. I can coordinate it to the legal team so I get it. So you don't want to be specific judging, but a temporary emergency temporary generation, okay for summer? The 800. Okay.
Speaker 2 | 01:02:17
And think the requirement is to meet with Prepa to go through the permit process first, find out whether we can get this waiver, and then go through it permit by permit, know who does what and how to facilitate it and move it along as fast as possible. The key thing for Javelin is we just want to make sure that this project isn't held up by permits. This is not something, to be frank, that I've spent a lot of time studying on the process of how to get permits and what the potential risk is around permits. I'm assuming with our proposal and our relationship with all our vendors, once we sign, everyone's going to be running.
So we need to make sure that we minimize the risk as much as possible. But ultimately, it's not a risk that gets passed on to us if we don't get some permit. It's not a risk that gets passed on to the job.
Fabian Velez | 01:03:27
Okay. Now, there are a number of projects, and I think that maybe if it.
Speaker 4 | 01:03:29
Okay? Not that I don't... I'm not a permitting expert. I think that maybe this is something that Prepa is totally knowledgeable about, the exact permitting that you can't control.
Fabian Velez | 01:03:32
So remember, you and I are thoughtful about the.
Speaker 4 | 01:03:43
And I don't think if you would provide me a list of the permitting that you think you're going to have issues and that you think are going to be in the hands of either Prepa and MA, that you understand that it's going to make an amendment to an existing permit. Then maybe they'll facilitate because I can push, I can call, I can...
But I need a little bit of guidance on what exactly I need to push for. Honestly, I don't have anyone in Prepa right now as a technical advisor. The person who was advising us just retired three weeks ago.
If you can help me, I can definitely help you push these things quicker.
Speaker 7 | 01:04:24
Let me suggest the following. Our proposal contains a detailed table indicating what the permits that would be required if the executive order were not to apply. It would be a nightmare, by the way.
So it's there, it's in the proposal.
Speaker 3 | 01:04:45
But yeah, but then but the response includes, Carlos, the permits that we would need, you know, regardless of the governor's order as well.
Speaker 4 | 01:04:57
Yeah, that's what I'm referring to. If we do get the executive order. I don't think that's something doable, but I'm just thinking outside the executive order. What type of permits do you think you would be struggling with?
Speaker 3 | 01:05:09
Yeah, it's in. I mean, you can. You'll see if you look at our response, it's detailed. It's detailed in there in a table that looks similar to kind of your table here, but, yeah, it's all laid out.
Speaker 4 | 01:05:23
Okay?
Speaker 3 | 01:05:24
And I agree with Spencer that if, you know, if you guys would if there's somebody at prepa that, you know, we can have a conversation with, you know, early next week, the sooner the better. You know, we would be happy to go through permit by permit and talk about where responsibilities should lie or what needs to be done because identifying, I think is key to getting to resolution on this issue.
Speaker 2 | 01:05:52
John, just to help visually do this. Where is that? This is the permits. Is it in the performance service agreement or was it in the RFP response? No.
Speaker 3 | 01:06:01
It's in the RFP response. It's on section seven, section six or seven.
Speaker 2 | 01:06:10
You want to maybe pull it up and just point.
Speaker 3 | 01:06:14
Yeah.
Speaker 2 | 01:06:15
Or we can send it.
Speaker 3 | 01:06:16
It's section six here. Do you mind if I share my screen?
Speaker 4 | 01:06:22
Go ahead, please do.
Speaker 3 | 01:06:28
I hate that the share button is right next to the leave button. Give me one second here.
mgarcia@recomspr.net | 01:06:36
Yeah, it's a precarious application.
Speaker 3 | 01:06:41
Yeah, it's just fraught with... It's like land safely or eject right next to each other, and I require.
Speaker 7 | 01:06:48
Confirmation for you.
Speaker 3 | 01:06:53
So here you go. So yeah. So when you look in our report or in our response page thirty six of the PDF, you've got potential permits that are we think could be relieved by executive orders and other waivers.
And then there's a table here that kind of lists each one of them. And which what? What would be waived by that? And then as you get down to 6.2 on page 39, there's kind of the assuming that there's no exemption or waiver.
And you get into, you know, things like new source review and title five air permits, but you know, but some of these may not be relevant, but all of these are, you know, we it's a relatively you know, I think it's a relatively thorough list. You get down in the construction permits, NPDS permits s PCCS facility response plans, which we would need to do transportation permits, for example.
Fabian Velez | 01:07:58
Transportation.
Speaker 3 | 01:08:06
Probably wouldn't hurt to have the executive order clarify if we don't need transportation permits either. That would be helpful.
But yeah, so there's a relatively... I mean, it's like six or eight pages of permits listed here.
Speaker 2 | 01:08:23
And, John, just so I'm clear, these are permits we're going to need anyway, even if we don't have them, assuming we get the executive order, which is what I think we're all relying on. BA case?
Yeah. These are permits, and in 6.2 that we need anyway, despite the waiver. No.
Speaker 7 | 01:08:43
Only the federal permits which wouldn't be covered by the second order would be required. If some of the other fellow permits that are mentioned here are required, that would be helpful. If we go beyond 12 months.
Speaker 3 | 01:08:56
Right? So this title 5 there operating permit, for example, we should be exempt from that for the first twelve months. But if it's can if the prepa were to exercise their option to extend, then you know, you probably do get into a title five situation.
So I do think that kind of a, you know, a strategy session with PREPAS environmental people would probably be the right way to go about having this discussion.
Speaker 4 | 01:09:24
Okay, well, a month ago, we had a meeting with all federal agencies regarding this project, and they were all eager to cooperate and assist us.
Fabian Velez | 01:09:27
In restoration libration kind of in as mans including that and some in seven was located and transd me rec has been required and the first would be necessary order that the in second order and ander.
Speaker 4 | 01:09:33
I know that we met with them in a government-to-government way. I am going to verify if it's possible to meet specifically with us and the proponents.
If that is the case and I can coordinate that, I will try to coordinate like we did before with all agencies so we can do a presentation of what we have and have them engage directly with you as soon as possible. Those are the ones.
Okay, Carlos, those are the ones that are not contemplated with the executive order. Okay, so let me get please go through the proposal of Java. I make a list of the different agencies that require the permitting that is going to be necessary other than the executive order.
Let's discuss this with you to coordinate next week a meeting with all pertinent agencies. If we're capable of doing so other than agency to agency.
mgarcia@recomspr.net | 01:10:25
Okay? Got it.
Speaker 2 | 01:10:26
Perfect. Thanks, Miriella. Okay.
Speaker 4 | 01:10:32
Mia, if you can share your screen again so we can move on to the next issue.
Speaker 2 | 01:10:35
Thank you.
Okay. So just to finish that down, Carlos, you'll put together the sentences that are required in order to clarify the executive order. Okay, great. Thank you.
Speaker 3 | 01:11:00
Carlos, can you add dot? Can you make sure that DOT is specifically called out? There was some discussion at the site visit. That DOT may refuse to acknowledge the authority of the executive order and claim some sort of right to permit stuff.
Speaker 7 | 01:11:21
Okay, it says any.
Speaker 3 | 01:11:23
And that's fine.
Speaker 7 | 01:11:25
That's fine. They're special. They're special.
Speaker 4 | 01:11:32
I guess. So the kings and the queens. Okay, anything other than that would you like to add into the permitting?
Speaker 2 | 01:11:42
No, I think it's covered, thank you.
Speaker 4 | 01:11:47
Okay, point number three, on my notes, I think that this is force majeure, right? The issue with force majeure is in this issue. May I go down a little, please?
Fabian Velez | 01:12:04
Yeah so consideration. One of the things that you will ask is what.
Speaker 4 | 01:12:06
Yeah, so it's a force majeure issue. One of the things that Leon asked is what happens after the 30 days? The contract terminates after 30 days.
That's the question that I have here that was to be discussed today.
Speaker 2 | 01:12:22
So this is in the event of force majeure? Yes. So usually what happens is that there's a period of time where you don't want it to terminate just because you go into a force majeure event. You're going to watch this in case you get out of the force majeure event and people haven't demobilized and left the site.
So while it is in force majeure for an extended period of time, we would expect for profit to continue paying the monthly payments.
Speaker 4 | 01:13:02
Yes. Do we discuss that after? But the question still was out there.
Speaker 2 | 01:13:08
Okay. Yeah. And I think it comes down to the big issue that all of us are having is that, with a one-year contract, like we discussed before, to be sitting in force majeure for two years is a disaster for everyone's economics.
So if it was a longer-term deal, I think there could be more flexibility. But regardless, during the force majeure period, in this instance, we're assuming it's one year. Then we would expect for Propa to continue paying monthly capacity payments.
Speaker 4 | 01:13:50
Yes, we did discuss it. They did not send anything on the term.
Fabian Velez | 01:13:53
And see that that's something there are in takes in the talk to them sale last week and the president were us I.
Speaker 4 | 01:13:55
I think that that's something that if they would consider it, they definitely need the approval of the Board of Brepa because we did meet with them last week and the president, Mr. Loo Soria, was very particular in making this. Not a long-term contract.
So he was very happy to hear there was a one year with two one-year extensions. So, we definitely took his input before we made any determination on whether we're capable of extending it maybe to two years E+1, but definitely, we need to scale that up to ASA because that was, I think, he presented maybe three concerns, big issues, and that was one of them.
Fabian Velez | 01:14:20
Capable of extending the end year and month. But that's the case. We need to... I think that.
Speaker 4 | 01:14:36
So this is not something that management exp.
mgarcia@recomspr.net | 01:14:39
I just want to do a short statement that the temporary generation on the north part of the island was supposed to be a short contract, and we're sitting now in seven years.
Speaker 2 | 01:14:56
So I understand.
mgarcia@recomspr.net | 01:14:59
No, I know. And we have the constraint a we have the constraint of e it being an emergency contract. They are tying our hands into a you know, one year into two one year extensions, but we foresee this going longer.
Speaker 2 | 01:15:20
Understood. And it gets to the complication of, you know, on those other emergency projects. Miguel do you keep waiving the permits every year or do you actually have to get all those projects fully permitted?
mgarcia@recomspr.net | 01:15:36
So for now, the permits we just waived the permits until 2027, I think. The project is alive until 2027 for the temporary generation in San Juan, which is already trying to get extended again.
Speaker 2 | 01:15:52
Okay. So basically, every year it's a new waiver. Is that more or less how it works?
mgarcia@recomspr.net | 01:15:59
More or less?
Speaker 2 | 01:16:00
Yeah, okay, thank you.
Speaker 4 | 01:16:07
Okay, well, if we move on, put on the issue number. I don't have any number. Okay, so yeah, this is we don't have comments on issue number four, but because this is just an acknowledgement that JAVALINE was going to be able to make sure that they monitor and report everything accordingly in case there's federal funds involved. Number five. They said that this was a no-go for the change in law costs.
But in our discussions, Leon did mention that if there was a reasonable conversation that we had earlier today, he definitely thought that it was reasonable if there was a change in law that directly affected it, and that it would be reasonable for you to add that up into your invoicing.
Fabian Velez | 01:17:08
[Laughter].
Speaker 4 | 01:17:10
So I think that this is something that they're willing to discuss and change the terms so that if there are any changes that affect directly and we can incorporate language on those terms.
Speaker 2 | 01:17:23
Okay, I believe that would be great, Mary. Thank you.
Speaker 4 | 01:17:32
Okay, yeah, I'm gonna write that in and make sure that the terms are no changes. Okay, number six.
Speaker 2 | 01:17:45
So I just understood what I understood. So Leon agreed that if there's a change of law, we would whatever that cost is, we would just add it to the invoice.
Speaker 4 | 01:17:53
Yeah. With management, they had said no, but then after a discussion I had earlier today with him, he said that it was only reasonable if there was any significant change that would affect you directly on your financials, that we should put some wording in there that allows for that.
Okay. And so yeah, we'll work in that language on number six, the mobilization pay. As you must be thinking, and they said that it wasn't a no-go, that they can't be able to provide mobilization payments.
I know that when we had the discussion, you mentioned that you could probably fund it if you received a letter of credit. And they said that they couldn't provide a letter of credit. I don't know if there are any other alternatives that you would think would be reasonable to consider, but at least for that conversation yesterday, they said that that's something that they could not do.
Speaker 2 | 01:19:04
Understood, I think.
Speaker 10 | 01:19:07
From your perspective, letter of credit or escrow accounts.
Speaker 2 | 01:19:09
And doesn't work. So, Miriella... I think, as I said to Leon before, we're not willing to take the full credit risk to prepare up. So, whether it's a Commonwealth guarantee, a federal guarantee, a letter of credit, if that's not possible, we could accept the escrow arrangements that we know people are familiar with here. I haven't been through the inner workings necessarily with Mary and how it works,
but I have read the Hanara contracts and I know there are discussions of the escrows in place there. I think if escrow is a more acceptable product that works for you, I think if you could just send me over a description and language of how that works, and then I can evaluate what the risk of drawdown is, then that would be great.
Speaker 4 | 01:20:19
Okay, I think that's something that I'm going to bring to the table and see if that's a possibility. It sounds better to me than a line of credit for some reason. So, we'll take that into consideration.
I will get back with that.
Speaker 2 | 01:20:36
Yeah. It just... Miriella, it just feels like six of one, half a dozen of the other. What would be the difference between setting up an escrow account that's fully funded as opposed to just putting that money in Bank of Nova Scotia and having them issue a very typical, normal course letter of credit that everyone's familiar with?
I mean, that would make, I think, just make our lives easier because it's more normal and typical. But if for whatever reason, that doesn't work, then we'll look into the escrow arrangement. But it would be great if you can really challenge the system as to why a letter of credit doesn't make sense.
Because in either case, Puerto Rico's going to have to deposit the cash. If they're going to have to deposit the cash, then why not go through a process that's normal all around the world?
Speaker 4 | 01:21:38
Okay. Again, originally when we discussed yesterday, it was a no, and let's see if we can have another discussion around that and financial.
Speaker 2 | 01:21:54
But I'm interested in getting feedback from you when you ask them the question, "Why does it make a difference if you're posting cash in both instances?" That would be really interesting.
Speaker 4 | 01:22:05
Feedback to... I wish I had the answer for that, really, but sadly, I don't understand everything, but I'm the messenger.
Speaker 2 | 01:22:19
No, I know. Just give me some ammunition to ask a very sensible question.
Speaker 4 | 01:22:25
Okay. Yeah, we have a lot of nodes. Okay, so let's go to number seven.
The termination payments... Management didn't recommend the suggestions or the markups that Javin did on the contract. What if you want me to circle back on other comments, but I just got no, we don't accept it.
Speaker 2 | 01:23:02
So don't accept what exactly?
Speaker 4 | 01:23:05
The markups you presented on the termination payments.
Speaker 2 | 01:23:10
Right? And this was just. So. I'm just. I'm familiarrizing my refamiliarzing with the hedging. Okay, so that's fine. Very of course I could take out hedging and if I am ever to hedge for Puerto Rico, then that will just be a separate is the or separate agreement that I have.
Speaker 4 | 01:23:37
Okay, I know that the... I am recording, and but I still like to make my notes in case I don't. Okay. Let's go to number eight. Duties, taxes are imposed on the buyer.
Okay, so I'm sorry.
Speaker 9 | 01:24:12
I'm sorry. What do you say? If we go back to article 14, are you saying they all the edits in article 14 are rejected? Just so... What you've identified in your issues list?
Speaker 4 | 01:24:26
It was overall when you said article 14, are you referring to issue number seven? Can you go there? yes.
Speaker 9 | 01:24:34
What do you say? Is it just that we... When you just identified 14.1 c, is that it? I'm just trying to understand the NOGO are.
Speaker 4 | 01:24:41
If the NOGO provision was across the whole that.
Speaker 9 | 01:24:49
Because we referenced 14.1 c but then there's many more provisions in 14 than 14.1 than just CSO are you or is it just a dele the deletion of 14 the rejection of 14.1 c or the as made to the entire article?
Speaker 4 | 01:25:03
No, I think it is. If wait, let me see downstairs again. Go down a little bit. Yeah. 14.1 was I think the only markup that you did to the contract. That's the only thing that raised attention and discussion with Javin.
So I'm assuming that all the others have been accepted as drafted in the model contract.
Speaker 9 | 01:25:24
Right? I'm sorry, but when you say 14.1 c on your issues list, but then you're saying 14.1. So, is it just point 14.1 c or all the edits made to 14.1.
Speaker 4 | 01:25:35
14.1 c?
Speaker 9 | 01:25:37
Okay, thank you. Okay.
Speaker 4 | 01:25:43
In duties, taxes and changes imposed on the buyer? Yeah. What? What? The comments that I have here is that there can be any change in law that affects you economically, that you can, establish them in the contract. Then you can establish it in your invoice. Better. They said they would not pay it, but yeah, you can disclose it, so I'm not sure what they meant by that, to be honest.
Speaker 2 | 01:26:21
So they said we could disclose it, but they won't pay it.
Speaker 4 | 01:26:29
I don't even know what to say.
Speaker 2 | 01:26:31
Yeah. I mean, it's... Of course, that's a concern of ours. Yes, and this is normal course of business for Prepa, they just may not realize it. So unfortunately, we just can't accept their comment.
Okay. Again, we've gone through many, at least five to ten of their contracts. This provision is always included, even as recently as the November 2024 contract with... And I believe most of it was included in the energy PPOA agreement as well.
So to us, this is normal course of business. We would absolutely, without question, expect this to be paid.
Speaker 4 | 01:27:29
Okay, number nine was acceptable. They agreed to council fees, and number ten, dispatch damages? They said no, but that we had to verify the language. Let me see. Yes, they said no, but that they were willing to verify the language because I think it goes to the action items. May I please...?
Sorry. Yes. So you see, Dublin drafted a revised clause, including the obligation to use commercial reasonable efforts to mitigate dispatch damages. Okay, so if you could please provide that on issue number ten, I can share this with you, which has the action items if you would like.
Speaker 2 | 01:28:26
That would be great. Very well, that'd be great.
Speaker 4 | 01:28:29
So I think so.
Speaker 2 | 01:28:31
Let me just read this book.
Okay? So sorry, what are their comments?
Speaker 4 | 01:28:54
I think that, as it's written, the answer is no, but that they are most willing to verify the language that you submit to corroborate if they're willing to accept those terms.
Speaker 9 | 01:29:09
And the language that we need to supplement is just referencing a duty to mitigate. Yes, damages. Yes, sir. Okay.
Speaker 2 | 01:29:20
Yeah, it's an interesting one. They're in control of the dispatch. I'm not sure what I can do to mitigate it.
Speaker 11 | 01:29:32
I think we have it in there.
Speaker 2 | 01:29:34
I think we.
Speaker 11 | 01:29:35
It's 14.2. There's a duty to mitigate damages.
Speaker 4 | 01:29:38
Yes, I think commercially reasonable. I think what was discussed is to use another term, which they felt more comfortable with.
Speaker 11 | 01:29:50
Yeah. I would just point to section 4.2, because it says that we'll use commercially reasonable efforts to minimize any damages that may result from a party's nonperformance.
Speaker 3 | 01:30:02
Yeah, I think she's saying that they want something a more strict standard than that. Yes.
Speaker 4 | 01:30:10
At least that was one of the discussions. I think that.
Speaker 3 | 01:30:12
I'm not agreeing with it. I'm just right.
Speaker 9 | 01:30:16
I get it, but I don't understand that you can't force mitigation. You can only try to mitigate. We're at the tendency and will of Prepa to determine when the dispatch failure occurs. It is when they want to depart from their stated schedule,
and then we try to mitigate. There's nothing else we can do in that regard.
Speaker 4 | 01:30:44
Yes, I think that in the comments session before I do the action items, you can see what was discussed and here. But it seems like Prepa asked whether Dublin could commit to commercial resale efforts to resell excess fuel before triggering penalties.
So, Dublin agreed to include such language and to review the dispatch notice period currently set at 45 to evaluate whether 60 days would improve fuel logistics coordination.
Speaker 2 | 01:31:11
I understand the question. AA that gets very complicated. We tried simplifying damages for them as to three times a dispatch, a shortfall, the fixed that, and we just thought that would be easier. Our damages may be more or less than that amount.
So we just tried putting in something that was reasonable and that we know from customers that Lean... I'm sure you can appreciate when they have to pay to merge, they're furious.
Yeah. On vessels. Sometimes that demerge could sit there for 30 days, and then the clients are there pulling their hair out because they don't know how this is being calculated. Each time a vessel comes in, they have different demerge calculations.
If you have a history of doing resulting in too much to merge in a certain route, you start getting charged more, and then it becomes very... From a client perspective, it is very difficult to get them involved in the issues around demerge and reselling vessels.
What decisions were made at the time, and whether they were right or whether they were wrong? Everyone is trying on their best to do that to take that decision. So I don't... I want to do something very clear and objective, and I didn't want to be in a situation where there was any Monday morning quarterbacking, if you know what I'm saying. Why did you keep the vessel here instead of reselling it on Tuesday?
Now it's Thursday, right? I'm probably sitting there because maybe I'm getting indications from Prepa that this batch was low, but they're going to increase it in three days' time, so I need to keep the vessel there in order to refill it.
It's just... It's very ugly, and I think it's... I would feel uncomfortable trying to get Prepa involved in Monday morning quarterbacking issues that we deal along the supply chains.
I would rather just have a very objective formulaic calculation, if that makes sense.
Speaker 6 | 01:33:54
Good afternoon, everybody. Lina, sorry for the delay. There was something else I had to take care of urgently. But regarding this matter, can we go back a little and try and recreate the. You know, there are so many different scenarios in which there can be a dispatch shortfall, but can you go over the most common ones and the different causes of each for a second? The ones that you can recall from experience?
Speaker 2 | 01:34:41
So. Leon, we're not in charge of dispatch. Propa is no.
Speaker 6 | 01:34:47
I know, but what has happened to you in the past because you cannot dispatch because the client is facing X or Y situation? What has happened to you in that scenario.
Speaker 2 | 01:35:05
Sure. I mean, usually, I guess part of the issue here is that inventory levels are limited, right? We only have two to three tanks. If we had more tanks, then we would just unload the inventory, and we shouldn't have an issue with demerge. It just gets built up into inventory.
So that's usually what happens. Or what happens is, let's take it in the reverse direction. Usually, I have clients who are producers, and they have production shortfalls, and we're waiting for the production, and then the vessel shows up, and it's waiting, and then the production doesn't happen. Or the discharge doesn't happen.
So then they leave, and then they go to the back of the line of the vessel queue, and then they wait, and they're incurring more and more demerge because they had to get out of the vessel queue because they were there for too long during the late chat.
It gets very ugly. It gets very frustrating for people, most importantly me, because I have to try to manage the client and manage around these issues of demerge. It's not like I could just take a right.
I've got to have a 270,000-barrel ship. I can't just immediately take it off the berth and then say, "Don't worry about it, guys. I'll bring one tomorrow in case you decide to call for more power in three days."
I'm just going to resell this.
Speaker 6 | 01:36:47
Okay? What I'm trying to figure out, because again, I'm just an attorney, I'm not deciding by... If you have three tanks, are those all at Coral?
Speaker 2 | 01:37:04
Yes.
Speaker 6 | 01:37:05
Okay, you have three tanks once you commence your operation. What is the rate at which those tanks empty themselves?
Speaker 2 | 01:37:22
So this operation at baseload will do around 7,000 to 8,000 barrels a day. Let's just say I have 260,000 barrels of shell capacity to load.
Speaker 6 | 01:37:42
The issue is amongst the three tanks.
Speaker 2 | 01:37:45
Well, we just picked up the third tank, so it shouldn't be... We were derisking the project as we speak. But when I was working with two tanks, when we submitted this proposal, it was 260,000 barrels.
So I'm going to take on another tank to derisk this issue because I know how frustrating it gets for people. But let me just walk you through a simple example, and I think you'll get it. Which is if I have a 260,000-barrel tank and I'm bringing in an M1 vessel. By the way, that is 260,000 barrels.
So if you tell me you are going to dispatch and need more diesel, I'm going to go load in the M1 and let's say Canada. It takes me time to get it. It takes me time to ship it down. If by the time I shipped it down during that period of time, if you did a dispatch, let's just say for that entire period of time.
Guess what? I don't have any empty inventory capacity in my two tanks, so I show up. That's an extreme example. I show up and you haven't drawn down on the inventory in my tanks, and I just showed up with another vessel.
That's 260,000 barrels. I have nowhere to go now. Of course, in that instance, what I would do is... I would then probably resell it. But let's just say you worked it down to a hundred thousand barrels because you didn't dispatch as much. Now, I show up with a vessel that's 270,000 barrels, and I don't know if you're going to be dispatching or not the remaining 100,000 barrels in the tank.
So then I have a problem. I only have 100,000 barrels of capacity in the tank, and I've got to unload 200,000 barrels. That's a problem. So you can see that I'm only half unloading the vessel.
Then I have a vessel that's half loaded, and what do I do with it? Then I have a full... Then I'm paying freight on 260,000 barrels, but I only have 100,000 barrels in it. So now my freight cost is twice as expensive in order for me to ship it somewhere else in order to sell it.
So, like I say, it's very ugly. It's very messy. I have de-risked this significantly because I took out another tank, but it is much easier to just come up with a fixed formula that you are in control of.
So this way I could then manage around that. Then if that number covers or not by the divergence cost, I can now think economically around, "Okay, should I keep it on hold or should I divert it and take a loss? Or how do I just best manage this?"
Then maybe the answer is I divert, and then I can quickly pick up a small vessel of 30,000 barrels from Colombia, and then I'm juggling vessels around. I've got an entire team.
I've got an entire team. Probably 50 people who are managing this stuff every day. It's mind-numbing.
Speaker 6 | 101:26
Okay, so... Well, and I understand that situation. All I ask is give us the space to give it some thought.
Speaker 2 | 101:42
Yeah, no, of course, I tried doing leanout. I tried keeping it simple. The alternative is you just cover my damages, right? And I'm telling you now, you're not going to want that. It's going to be a shock to people when a bad instance happens.
Speaker 6 | 102:08
Okay, can we move on, please?
Speaker 4 | 102:20
Michael, please, can you move on to the next issue? Thank you. This is O'Brien. Go to actions E, please. Mia, can you please scroll down a little so we can see the action list?
Okay. So the action here from PREBA was to review where the commercial reasonable effort standard applies and if any obligations should be subject to a firmer performance standard. And I can confirm the availability measurement methodology and provide clarification on how performance enforcement will be handled under the Probo standard.
Speaker 2 | 103:07
Okay. In the next draft, we will give you a very clear measurement methodology that you'll have. So that will come out to be clear where it's going to be located and how it's done. Provide clarification more.
I mean, I think Miriella that we have as long as the measurement is clear, we say that we have damages after 90% availability. So if we're operating at 85 or 80, it's clear in the document what the damages are that we pay.
Okay. So there's no... I mean, it's very... I think maybe what they're referring to is our measurement. Yeah. So we will give the measurement, we'll give a definition on it, and then the damages are clear.
Speaker 4 | 104:16
Okay, if you need further clarification again, in every issue there's an explanation of there's a brief of the discussion held that will assist you in understanding why this arose. Okay.
Speaker 2 | 104:28
Sure, the problem perfect.
Speaker 4 | 104:30
Okay. So, Miguel, please, if you can move on. O'Brien president mail.
Speaker 10 | 104:39
I wanted to make a quick business comment, if I may. And Leon, when we were at the site visited at a Jira, there was a group meeting where Pierre, we understand, has retired since from Papa.
But there was an interesting exchange between Pierre and Gary Soto, I think. Is his name the Luma person?
Speaker 6 | 105:02
Yes.
Speaker 10 | 105:03
They were debating right in front of everybody if this emergency temporary power was baseload or was needed or dispatched on an economic basis on a daily basis, which was what it was in Gary Soto's Luma guy's mind.
I say this so that it's very relevant to this discussion we've been having, it's important at some point for Luma and Grito to be brought into the fray so that he's looking to dispatch in a way that minimizes cost for PREPA overall.
He's aware of all these intricacies of this contract. So that he might be doing his daily economic dispatch, which obviously has a lot of units and a lot of dispatch for various things around PREPA and this project.
He has all the elements to make sure that this cost the least amount of possible and that it doesn't inadvertently create damages for PREPA on this project. So, as I'm hearing Spencer talk about the boats and the ships and so on, it's clear that Krisoto has to know where things are on this project and the diesel and all that stuff.
So that, as he makes his economic weekly dispatch decisions, he understands all the consequences to this project. He's not making things that he thinks are economically optimal, but they're not.
Anyway, suffice for my little speech. Let's put that thought on that conversation we need to have at some point.
Speaker 6 | 106:36
No, but to right this to comment on what you just said, that is part of his duty as manager of the control center, right? He has to have this... It doesn't happen in a void. This doesn't happen. It's not a matter of me or my team. He has to have all the data in front of him, as he does every day.
Of course, the rule of thumb is: everything from everything that's available at the moment and safe to this patch. Well, he's going to use the least expensive form, right? Whatever that is. Obviously, a lot of other factors are there regarding the stability of the units.
If there's a unit that is screaming for maintenance, whatever it is, it's a very complex operation. He used to do it very well when he was in prepa. He's an exprepa. I don't know if any other factors now come into play now that it's Luma. This is one of the things that prepa and energy are looking into as we speak.
But certainly, he has to take a lot of things into consideration. It doesn't happen by chance. I would guess that if you have what I'm aiming at, I don't know if this can be done, but I think they should be open to, for example, if you have two sources of energy under the same conditions and under the same cost. CA obviously, right now, it does not.
But prepa should be able to request that. If you have to choose between, let's say, Generator X and Generator Y, choose this one. Right, yeah, but there are a lot of moving parts there. That's what I'm trying to portray, but it's done methodically. They have their own book, right?
So we should have a conversation with them regarding this issue.
Speaker 2 | 109:43
So, Leon and Le. I will tell you as the system operator, he is going to much prefer to know what his damages are prior to making a decision on whether to ramp up or ramp down our facility.
Because he may not realize. He may think that our facilities. One cent per kilowatt hour more expensive than the next one. So don't run our project. But he will not say, "Don't run our project," even though you told us you were going to dispatch.
Now he's opening himself up to damages which are not known right away, right? It takes time. It takes time to calculate and merge. By the way, merge can sometimes be months, but you don't necessarily know what's going to happen.
So I think for him, in order to run the system, he would much rather know that if he's going to not dispatch when he told us he would because he wants to try to save some money. He should know, in making that decision, exactly what his damages are going to be, so he could be very thoughtful around whether to make that decision or not.
So that's why I like the idea of a formula, right? Because that allows him to make better decision-making.
Speaker 6 | 01:41:25
I understand that's something we have to take into consideration, of course.
Speaker 2 | 01:41:41
I will say, Lena, if we can go... We're going to want to go to the 60 days, just going back to the prior one. Miriella, now that we have 60 days and we do have an additional package, I can reduce it. It's a safer operation having 60 days.
It's easier for me to manage around with 60 days' notice, so I could be constructive in making this a lower fee.
Speaker 6 | 01:42:07
What issue is this, number 11?
Speaker 4 | 01:42:19
Okay, number 10. If I'm not mistaken, correct, Spencer.
Speaker 2 | 01:43:06
Yes, okay.
Speaker 4 | 01:44:15
Conditions precedent... Okay, so in the actions list for conditions precedent, go down a little bit. Miguel, please... Let me see. I need to see the blue. The prepa... As there pre-designated Project Manager and escalation chain for coordination with Javin...
Okay, so, Javin to initiate day-to-day coordination with Luma?
Speaker 2 | 01:44:27
To come.
Speaker 4 | 01:44:29
This has already been done, and I believe that this is to understand the previous conditions of the site. We go up a little so we can see the DISCUSSIONLIN emphasized the urgency of initiating coordination with LLA to avoid delays. A war after a war. They had a successful site visit to Costassur. They identified multiple operational dependencies that require immediate alignment to proceed. They requested the PREPA shared technical documentation and initiated discussions with Lu Man Heneta.
So, as we said, the NDAs have been given to MA. We received information from myself that was already illegal and that they had already approved the signature of these NDAs, so we'll soon put you in direct contact with Lu Man Heneta. Any questions on that?
That's great.
Okay. 13 terminations, stri and suspension of services as prepar to review the termination and suspension provisions to determine whether additional limitations are necessary. Can you go down a little bit, please?
Cure periods or clarifications are necessary. PREPA will assess the potential operational risk if services are suspended mid-contract. Javin, confirm whether cure periods or notice provisions are included or can be added to balance the CLA.
Any questions on that?
Speaker 2 | 114:44
Sorry, I'm not sure what was the... Can you go back to that? I think I missed the point here. What's the termination?
Speaker 4 | 114:52
Rights and suspension of services? Okay. Leon, I think that Mr. Santa... I think that from the discussion yesterday, I haven't known here that this clause did not apply.
Speaker 2 | 115:29
Okay. So I think we're just waiting for... I think for you, Miriella, based on this, I think it's really for you guys to review it. Is it for PREPA, sorry? To review the provisions to determine if you need additional cure periods.
Speaker 4 | 115:49
Yes, but I think we discussed this yesterday with management, Mr. Santa. And I believe that I have... That this does not apply. Comment here on issue number 13. Can you confirm that is a position?
Speaker 6 | 116:05
I unfortunately don't have my notes here, but I trust your recollection. I'm absolutely sure it's better than mine.
Speaker 4 | 116:16
If you want to go a little bit again just to make sure that we all know what we're talking about, Megan, can you? Its rights and suspension of services. So the seller has broad rights to terminate and suspend services.
Additionally, the buyer's failure to meet credit security requirements in an event of default gives the seller another pathway to terminate the agreement.
Speaker 6 | 116:50
Yes, I recall now, and obviously, I don't know if Miriella addressed this issue at the beginning of the meeting. I'm sorry I was not able to be here, but after we met with management, basically, the prepa position is basically what was in the RFP, was simply 24 cents per kilowatt payment of $0.24 per kilowatt hour provided.
Right. And what we're doing here is we're trying to see which, if there are any issues that can be tweaked, which are not which do not derail us too far from that basic ask by prepa, and we can go back to management and explain why or why we should or why we shouldn't approve it, and make it part of the contract.
My recollection, yes, now that I read it again, because I don't know if you have a good reason, but I think it should be something that we can...
First of all, because we don't know if there's going to be a... Well, let me backtrack a little. The seller has brought rights to terminate or suspend services. That alone does not work for prayer.
Speaker 11 | 119:21
Just to clarify, it's only if there's an event of default. I think you guys are looking at section 14.1 and RAO, if that's wrong, correct it. But I think the language you all might be referring to would be in 14.1a of our agreement, which I think is in our view fairly standard.
If either party defaults, these are the remedies that are available to either party, right? So if Chaplin were to be in an event of a default situation, you would have those same rights as well. So I just wanted to point out, as you guys were thinking about that.
Speaker 6 | 119:56
But the first sentence basically is a blank check, right? I mean, it's well, I guess everybody has a right. Sorry, guys, if I'm a bit slow.
Speaker 11 | 120:14
We just want to make sure we're looking at the same language so we can get to a good place on it.
Speaker 6 | 120:21
Two very hard, difficult days here.
Speaker 2 | 120:25
Lena. Take your time. We know you.
Speaker 6 | 120:28
You guys love to be in a hard week. As they all are.
Speaker 2 | 120:35
Lel I think, first off, we know you guys are doing a lot right, and trying to move mountains here, so obviously take as much time as you need on the termination rights, just and suspension rights.
I think we give a normal course of events of default with cure periods for each of them. So more than happy for you to go through them if you have any comments. We could discuss that.
But the first one that you had on this page of credit requirements. That's obviously a very critical one for us. I think we've discussed that before. So I'm happy to go through any and all this
and we've got as much time as you need and we can do today. Continue over the weekend whatever you like. I think just going back to your original comment, Lena, I don't... The 24 cents is impossible for us. Our pricing is what it is, it makes it very difficult. It made it very difficult as discussed before, it made it very difficult for us. The last-minute nature of this RFP and the very short time frame that this RFP is allowing for. Really very difficult with vendors and not only in pricing, but even finding people who wanted to entertain this idea of moving generators to Puerto Rico under PREPA's contract with only one-year commitment. For most people, life is too short.
Yeah. To have to do this. These generators, they're used to contracting for three to five years now for twelve months. So, I'm not happy about it either. I absolutely agree with you. It's very expensive, but there's not much we can do. I get help on the margin in certain places. We've gotten better, we've learned more about the balance of planned. We can be more definitive on the cost there than what was in the proposal, but at a very high level, there's really not much that could be done. There are areas where PREPA could help themselves by getting us access, as we discussed the LNG contract term with Nerg, which would be helpful.
That's about five cents per kilowatt-hour. That's super helpful. So, I think there are things that we could do together to bring down the cost. Even if you can't do the LNG, which would be super helpful, it helps with the missions and all those issues.
But, even if that doesn't work, we can potentially explore fuel oil or other feedstocks that could be cheaper than diesel. We just... EEL was the easiest thing for us to manage right now. The LNG, I think, is probably what PREPA could do to really help itself.
Speaker 6 | 124:24
Okay, so let's go back here a little. I guess then it would be... If you had not addressed this issue before, did you at least talk about the different scenarios, LNG, diesel, and what the cost would be, with PREPA allowing you to use our contract with Nerg? And without that opportunity?
Speaker 2 | 125:07
We didn't discuss it, but I've already run the numbers before a few days ago. Leon. When we first spoke, and based on what I believe is the latest natural gas contract that I believe PREPA has with you, it would probably be between four and five cents.
Speaker 6 | 125:32
So what? So in that scenario, what would your all-in price per kilowatt-hour be?
Speaker 2: 125:41
Right? It would be four to five cents cheaper, right? I think we were... I forgot how I don't think about it that way. I think about it more in absolute terms, but I think our number in our RFP was 37 cents.
Speaker 7: 125:56
Okay, on that area.
Speaker 2: 125:57
So four to five cents cheaper.
Speaker 6: 126:08
So that's with a cheaper versus diesel. Yeah, so diesel would be at 37 cents. Yeah, and that is an all-in price plus the letter of credits plus mobilization costs.
Speaker 2: 126:44
No, I think that was... Let me go back to the RFP. No, that's including... So that includes our estimate for mobilization, balance of plant demobilization, the capacity payments, the spot price of fuel today, and the fixed O&M payment.
All inclusive. Everything included. Right. We were at 37.8 cents. We tried making this... I don't know if everybody was as transparent as us, but we tried to put everything in its entirety so you can see everything clearly. We put this on the RFP.
Speaker 6: 127:48
Okay, can you give me a second, please? I'll be right back.
Speaker 2: 127:52
Sure. Thank you for your time.
Sorry, I'm Miriella. Just now that I'm reading through all these things that we talked about last time was the revenue sharing of the cost savings on doing the LNG, the 50/50 share.
Speaker 4: 129:00
That's an issue. Number one.
Speaker 2: 129:03
Okay.
So, Miriella, how does it usually work? Do we go through all these issues lists, and then do you guys have someone from your side to redline the document or is there a different process that you go through?
Speaker 4: 129:50
No, I think that's the... That's what we should all be doing now. We should all start working on the same document with redlining. Yes.
Speaker 2 | 129:59
And would that be...
Speaker 4 | 130:00
Going to finish it?
Speaker 2 | 130:02
So would you guys... Leon, take the pen next?
Speaker 4 | 130:11
I think I'd rather... Maybe take the pen. Let's have the 3PBO take the pen and just look into modifying the way that we have drafted it. But we need to make it simpler for him. He's the one that's most occupied.
Speaker 2 | 130:31
Yes, and then who do you guys use for council?
Speaker 4 | 130:36
Well, we internally have a legal department, but we use Clearly to help us out in these issues. So what I'm going to do is I already have this renewed with the comments from the past meeting. I'm going to combine today's meeting with this and then I'm going to ask authorization to share with Cleary.
Internally, we'll review it. Leon and I will approve it.
Speaker 2 | 131:10
Okay.
Speaker 10 | 131:18
One thing, Spencer. I'll be interested in the three PPO's comments. This discussion is important, but we still have to go to the Promesa board with this contract. So it could be that there might be a further round of discussions on terms potentially with the Promesa board and PRAD.
Speaker 4 | 131:39
Right.
Speaker 10 | 131:40
And the regulatory answer on the regulator and...
Speaker 2 | 131:48
MARRIIELA. Based on... I don't know how many more issues we have, but based on your review right now, I guess you guys will take this back. How long does it take you guys to turn a document? Just in terms of timing, what should be the expectation, the goal to set people's agenda?
Speaker 4 | 132:17
We need... Yeah, we need to have this ready by next week. The sooner the better. So we definitely going to work insistently. Leave everything else aside and work on this.
Speaker 2 | 132:27
Okay? Great.
Speaker 4 | 132:28
Okay.
Hi, everyone. Leon just called me. He's a little bit caught up with all the proponents and he has asked me to see if we want to still walk through the other issues and see what things we can tackle off the list while he joins in the next five minutes.
Speaker 2 | 143:31
Yeah, that would be great. I think we should do that.
Speaker 4 | 143:34
Okay, yeah, I think we left at number thirteen. Mean? Okay, yeah, we discussed 13.
Speaker 5 | 143:45
Yeah, I think it was four.
Speaker 2 | 143:48
Okay point. Yeah.
Let's look at the auction item.
Speaker 4 | 144:00
Yeah, I'm looking for my notes as well. Forced mature. I think that this is something that we already discussed. Go down a little bit so we can see the action list on behalf of all stakeholders. Yeah, this is something that we already discussed in the first major clause.
Speaker 2 | 144:24
Yeah, I think the answer was that we could get into... I know where the all the vendors sit today. For a one-year contract, if it were to be a two-year contract, that, of course, I would push for 30 days.
Speaker 4 | 144:42
Okay, let's go to number 15, please. The limited indemnity was they said that they could consider it, so that's a go to the action list, please, Mein, so we can verify. Okay, so that's a goal, that's something that will have no issues there. Let's go to number 16. They said that definite environmental indemnity. You can go to the action list, please.
Again, this is something that you, Mr. Spencer, that you mentioned that this was a critical aspect to your partner that he presented. And they said that obviously, if it was something that was not caused by Javin, that you shouldn't have to be responsible for it.
And that we can insert some wording that, if it's caused by Luma, that it's obviously you're not going to be liable. And as well, we could incorporate some language saying that if you require that we could do a publicly... We can go publicly...
If it's not your fault, letting the public people know that this was definitely not caused by Javin. So that's something that we could insert in the contract, this language, so that you can feel more comfortable with that if that's okay.
Speaker 2 | 146:17
Okay.
Speaker 4 | 146:19
Okay. And any more? Nothing else than that. Let's go to the action list. Ensure that both GAs and diesel... Okay, so definitely, this point is not a deal breaker. So definitely, but I can consider it, and number... Let's see the next one, please. 18.
Okay, for some reason, I have that this is here. Is was a no-go on... Let's go to the action list. Ensure that both GAs and diesel... Okay, so definitely, this is not because maybe they didn't have the discussion, but this is exactly what Mr. Santa is looking into consideration.
So I think that this was already discussed. This was to see if we were going to convert it to LNG, but obviously, with the previous discussion, I think it's not off the table. Okay, let's go to 19, integration of power delivery at the site. Let's see the action list because I don't have any comments on this one.
Okay, so yeah, I have no comments because this takes us back to the NDAs and being able to coordinate the meeting with Yoma and Hanara. Okay, let's go to number...
Speaker 5 | 147:47
21, 2020.
Speaker 4 | 147:56
Yeah, okay. Have here, it's okay. This is something the credit support that, obviously, management was very... That they were not going to be able to provide the letters of credit. Does this have the same should I bring the same thing that we talked about before on the other language pertaining to escrows?
Speaker 2 | 148:27
Yeah, it's the same thing. We need a mixture. We need to know what's available, but we need a mixture of the Commonwealth Federal LC or escrow, and we need to get comfortable with the escrow. Hopefully, Miriella, you'll be able to convince them that the escrow is not needed and we just go to the LC.
Speaker 4 | 148:53
Okay? I'll try my best, I promise.
Speaker 2 | 148:55
Thank you.
Speaker 4 | 148:57
Okay, so we're almost done here. Twenty-one related agreements and...
Okay. So they said that they definitely can guarantee the access that they don't understand the issue with the license agreement, but that they can guarantee the access.
Speaker 2 | 149:23
No, it's fine, I think for us, we have some additions to the access agreement, which ensures the supply of water and sewage services. We've been editing our documents as we've been completing the process with our other required contracts and as we've learned more at the site, we just haven't sent them to you yet, just waiting for your redline.
Then we would then send our comments back immediately on top of yours. We thought that would be the right way to do it, as opposed to inundating you with changes to something we've already put together.
Speaker 4 | 150:00
Okay, that's fantastic. So that crosses out number 21. Let's go to 22, expert determination. Okay, management, what they said in terms of this is they don't have an issue with your suggested language regarding the executives of senior managers. They don't want to go to court.
But given the fact that this is something that is an emergency generation project, that they're afraid because they were saying, well, ten, 40, 55 days of having discussions and not getting anywhere and not being able to secure going to the court immediately.
It's going to be a high-risk situation for us given the critical nature of this project. So they don't have an issue putting it, but they need some wording that establishes that at some point there has to be able they have to be able to go to court and depending on the how critical the issue is.
Speaker 2 | 151:10
Miriella that that's fine. Yeah, you can change the days that you guys feel more comfortable with. We just want to make sure that there was like my point last time, we just want to make sure there's an opportunity for senior people to sit with each other and try to quickly resolve disputes.
Speaker 4 | 151:27
Okay.
Speaker 2 | 151:28
So you want to change if you want to change the days, that's problem.
Speaker 4 | 151:32
Okay, well, that's fair. Let me get back and see what they seem are deemed reasonable and put some language that they that you can push back. And you definitely have to be able or make somebody available to meet and try to solve this.
Okay, so let me circle back to them. But that was the issue, right? Given the critical nature of this project. Okay, so go to 23.
Speaker 6 | 151:59
Sorry, guys, I'm back. Thank you for giving me the opportunity to, make some calls. Listen, I don't know if, you know, we want to go on with the remaining issues, but what I would suggest at this point, my best recommendation to you is I need you to go back to the drawing board. I really need you to think long and hard in this.
And, you know, get back to us with the different scenarios and what you are really sure that your best offer can be? Okay, that's my recommendation at this point. We can reconvene Monday morning. That should give everybody enough time.
But, or if you want to. I don't think the list. Hold on a second, please.
Speaker 8 | 153:19
I would like to share one quick. Well, I'm back online. Today, an executive order by the Secretary of Energy was omitted towards the emergency request from Puerto Rico. So, it's something that we will be looking to align with the executive order issued by the governor.
But this is just literally today at two o'clock. It was submitted.
Speaker 7 | 153:51
Coincidentally, I shared that just a few minutes ago with the group.
Speaker 5 | 153:57
Perfect.
Speaker 2 | 153:58
Perfect.
Speaker 6 | 153:59
Are you up-to-date on the ECO?
Speaker 10 | 154:03
Yeah, I did the same. So, hopefully, as we said, Santa, this group is ready to walk the halls of DC as needed now that there's this emergency federal declaration of power declared today to help secure funding if needed.
Speaker 6 | 154:30
No, sure. I think every penny counts, and we have to get on that wave. Everybody has to get right on that wave to shore, right? So sorry, as I was saying, I think you know my recommendation right now at this point is to please go back to the drawing board and look at the different scenarios. Having the opportunity to access our contract with Nature, not having that opportunity, diesel, LNG, whatever scenarios you think are possible, and please come back to us on Monday.
I think it would be great. Let me see...
Speaker 1 | 155:19
My time... I keep on happy you got a good friend. You don't know how good a friend you've got.
Speaker 6 | 155:24
We should have enough time slots open on Monday.
Speaker 1 | 155:25
No, you don't. Not must not... Of everything, he had the story Fitstead Corp.
Speaker 6 | 155:30
The problem is that meetings here grow...
Speaker 2 | 155:41
In the wild.
Speaker 6 | 155:50
Yes, there's... We have enough space, and even if something comes up, we'll make the necessary arrangements to meet with you at whatever time you deem convenient on Monday.
Speaker 2 | 155:59
So we're... Lena, we're available all day Monday. So what works for you? But to be frank, I'm with everything that I'm in control of, which is doing the business plan that we presented to you here and Diesel, this is our proposal. To be frank, it's hard holding everything together. By the timing that this process is taken, I can assure you that everyone is being called by the data centers and the hyperscalars for more and more generators with what's going on in this environment.
So, if anything, there's more and more pressure on me to close quickly. I really don't... I'm saying this very frankly. I wish I had a better answer. I'm here to solve problems. I'm not happy about it either. The only person who I think can really help bring down the costs is Prepa, and I don't control that, so I don't... There's not much for me to think about or present to you on Monday. In fact, quite the opposite. What? I want to encourage you.
We said this before we are ready to sign and close. We have our business plan all wrapped up, and my biggest concern that I have is that every week that gets delayed, I'm getting deeper and deeper into the hurricane season, which will potentially impact the performance of this contract.
Okay. So okay, you've been clear and I appreciate that. So this is your best and final offer. I still would like to have it in writing, maybe in an email. Scenario 1. This is it. Scenario 2. This is it.
Then I guess we'll find the time over the weekend to meet with management, and we can have an answer for you either over the weekend or early Monday morning. We usually work on weekends, so it wouldn't be strange that we can have an answer prior to Monday, but the latest is early Monday morning.
Okay. So, Lena, it is in my RFP, there's a pricing section, and it's all there. Okay, here.
Speaker 6 | 159:08
Okay, we'll reference that then.
Speaker 2 | 159:12
I think that's the best thing. My estimate for what pre- qualifies costs is right now from my read of the documents. But of course, pre-qualification has to confirm it. I think it saves four to five cents.
Speaker 6 | 159:37
Okay, I got it.
Speaker 2 | 159:41
Okay.
Speaker 6 | 159:42
Well, thank you all very much for your time and effort. Really, we...
Speaker 2 | 159:45
I know, I think we have just one more topic. Yes, we might as well just finish it up. I know what your favorite topic is as well. Leon, it's the waiver of sovereign immunity.
Speaker 4 | 160:02
I have my notes here from our meeting with management. That was something that was not accepted by management, but I'll leave it to... And now to confirm... Well.
Speaker 6 | 160:12
It is simply because at this stage, we cannot make that decision on behalf of the government, right? That would have to take a communication that's beyond my pay rate. If need be... Right. Depending on what goes on over the weekend, we can have that conversation, or maybe it's not necessary, so...
So we'll get back to you on that one, okay?
Speaker 5 | 160:47
Yeah.
Speaker 6 | 160:49
Well, thank you all.
Speaker 2 | 160:50
Hopefully, you, Miriella. So I just want to make sure that this is the last one.
Speaker 4 | 160:55
Well, and before Mr. Santa came into the meeting, we were discussing the permit issue. I think that Davening brought on some of the important things that were not discussed in detail in our previous meeting.
In management, they understand that they have to be responsible for being the ones soliciting the permits with the... And us, are facilitators, but they presented some concerns regarding the permits that have already been awarded or the allowance by the federal government in places like the sites that the correct person to be able to solicit the waiver or the allowance for an additional quantity or additional emissions might not be the proponents for the project but the one that is in control of the site.
So, when it comes to that, they want to be clear on how that's going to happen. If you
course, whatever... One thing is a contractual responsibility, but whatever needs to be done by pre or by the private operator, of course, we're going to do it and we're going to be more than willing to do it if, of course, the entity responsible before the R&A, before EPA, is pre...
So, you have our full cooperation, but what we were aiming at is the fact that contractually, the responsibility for certain permits relies on the proponent. Obviously, when you're talking in certain cases like EPA, sure, surely EPA is not going to talk to you regarding a pre-PA permit in those specific cases.
We can later sit down and determine which is which and what side of the page they all fall on, but whatever needs to get done from our site, certainly that's going to be our responsibility, of course.
Speaker 4 | 163:29
Anyway, from a previous discussion and to finalize this meeting, I told the AANT that we would take the list because, obviously, we have the executive order that is supposedly to waive all projects. We're trying to see if we can somehow get the document that specifically says that it applies to this emergency temporary generation.
As well, I'm going to take the list of the other permits that are not included in the executive order and establish a walkthrough on what needs to be done. And maybe we can help them identify how to go about this and assist them in any way.
Speaker 6 | 164:11
That would be great.
Speaker 3 | 164:13
Okay, Mary, if I could just... First of all, thank you all for the time and for Miguel for meeting us at the site. We do have a number of technical or follow-up questions that I'm going to be submitting through PowerAdvocate here tonight.
So if you could just be on the lookout for that, some of that will need to be circulated to Kera. So, I'll get that over to you as soon as I can. I just wanted to give you a heads-up that that's coming.
Speaker 5 | 164:50
Okay, that's perfect. We already set up all the communications. We're just waiting for the NDA, but yeah, it's already set up, so just follow them up, and I'll add them to the document that's already set up.
Speaker 3 | 165:06
Okay, and then I'm going to be... I'm scheduled to be back in Puerto Rico next week, so... Pedro will be there. If I think it might be good to start with some of these technical meetings next week,
so if we could maybe start to try to set those up, I'm happy to submit a question, but if we could maybe start to set those up for Monday afternoon, Tuesday, something like that would be helpful.
Okay.
Speaker 5 | 165:33
Yeah, of course, if the NDA... As soon as the NDA comes on, it could be as quickly as possible.
Speaker 3 | 165:40
Okay, terrific.
Speaker 5 | 165:41
Because it did for those technical meetings. It's important for Luma, Prepa, and Heneta to be sitting down at the same time because we'll get things done much quicker.
Speaker 3 | 165:55
Okay, I agree. As soon as we get the NDA and we can review it, we can get it signed and sent back no problem.
Speaker 2 | 166:03
Okay?
Speaker 7 | 166:04
All right, thank you.
Speaker 2 | 166:07
I will be...
Speaker 3 | 166:09
Bye. Have a good time.
Speaker 10 | 01:44:38
I wanted to make a quick business comment, if I may. And Leon, you know, when we were in the site visited at a Jira, there was a group meeting where, Pierre, we understand has retired since from Papa. 
But there was an interesting exchange between Pierre and Gari Sotto, I think. Is his name the Luma person?
Speaker 6 | 01:45:01
Yes.
Speaker 10 | 01:45:02
And they were debating right in front of everybody if this emergency temporary power was baseload or was you needed or dispatched on an economic basis on a daily basis, which was what it was in Gary Soto's Diloma Guy's mind. 
And I say this so that because it's very relevant to this discussion we've been having, it's important at some point, a Lu and Grito be brought into the fray so that he's looking to disp in a way that minimizes cost for PREPA overall. 
And he's aware of all these intricacies of this contract. So that he might be doing his daily economic dispatch, which obviously has a lot of units and a lot of dispatch for various things around Prepa and this project. 
And he has all the elements to make sure that this cost the least amount of possible and that it doesn't inadvertently create damages for prepa on this project. So as I'm hearing Spencer talk about the boat and the ships and so on, it Krisoto has to know where things are on this project and the diesel and all that stuff. 
So that as he makes his economic weekly dispatch decisions, he understands all the consequences to this project. So he's not making things that he thought he thinks are economically optimal, but they're not. 
Anyway, suffice for my little speech. But put. Let's put on that thought of our conversation we need to have at some point.
Speaker 6 | 01:46:35
No, but to right this to comment on what you just said. That is part of his duty as manager of the control center, right? He to have this doesn't happen in a void. This doesn't happen. You know, it's not a meaning miy mo kind of thing. He has to have all the data in front of him, as he does every day. 
And of course, the rule of thumb is e everything from everything that's available at the moment and safe to this patch. Well, he's going to use the least expensive form, right? Whatever that is. Obviously a lot of other factors are there regarding stability of the units. 
If there's a unit that is, you know, screaming for maintenance, whatever it's a very complex operation. E he used to do it very well when he was in prepa. He's an exprepa. I don't know if any other factors now come into play now that it's Luma. This is one of the things that Prepa and Energyzar are looking into as we speak. 
But certainly he has to take a lot of things into consideration. It doesn't happen by chance. And. And. And I would guess that in the same if you have what I'm aiming at is I don't know if this can be done, but I think they should be open to, for example, if you have two sources of energy under the same conditions and under the same cost. CA obviously right now it does not. 
But Prepa should be able to request that. If you have to choose in between, let's say Generator X and Generator Y, choose this one. Right, yeah, but it's there are a lot of moving parts there. That's what I'm trying to portray, but it's done methodically. They have their own book, right? 
So but we should have a conversation with them regarding this issue.
Speaker 2 | 01:49:42
So. And Le and Leon. I will tell you as the. As the system operator, he is going to much prefer to know what his damages are prior to making a decision on whether to ramp up or ramp down our facility. 
Because he may not realize. He may think that. Okay, you know our facilities. One cent per kilowatt hour more expensive than the next one. So don't run our project. But he will not say don't run our project. Even though you told us you were going to dispatch. 
And now he's opening himself up to damages which are not known right away, right? It takes time. It takes time to calculate demerge. And by the way, demerge can be sometimes months. But you don't necessarily know what's going to happen. 
And so I think for him, in order to run the system, he would much rather know that if he's going to not dispatch when he told us he would because he wants to try to save some money. He should know in making that decision exactly what his damages are going to be, so he could be very thoughtful around whether to make that decision or not. 
So that's why I like the idea of a formula, right? Because that allows him to make better decision making.
Speaker 6 | 01:51:08
I understand that's something we have to take into consideration. Of course.
Speaker 2 | 01:51:13
I will say Lena you know, if we can go so we're going to want to go to the 60 days, just going back to the prior one. Miriella Now that we have 60 days and we do have additional package I can reduce, it's a safer. Having 60 days is a safer operation for me. 
It's easier for me to manage around with 60 days notice so I could be constructive on making this a lower fee.
Speaker 4 | 01:51:52
MI what issue is this? Number eleven.
mgarcia@recomspr.net | 01:51:56
Okay, number ten if I'm not mistaken correct. Spencer.
Speaker 2 | 01:52:04
Yes, yeah, okay.
Speaker 4 | 01:52:16
Conditions precedent e okay, so in the actions list for conditions precedent, go down a little bit. Miguel, please e the not let me see. I need to see the blue. The prepa as there pre to Designated Project Manager and escalation chain for coordination with Javin. 
Okay, so, a Javin to initiate day to day coordination with Luma?
Fabian Velez | 01:52:48
To come.
Speaker 4 | 01:52:51
This has already been done, and I believe that this is to understand the previous conditions of the site. We go up a little so we can see the DISCUSSIONLIN emphasized the urgency of initiating coordination with LLA to avoid delays. A war after a war. They had a successful site visit to Costassur. They identified multiple operational depend dependencies that require immediate alignment to proceed. They requested the PREPA shared technical documentation and initiate discussions with Lu Man Heneta. 
So the as we said, the NDS have been given to MA we received information from myself aa that was already illegal and that they had already approved the signature of these NDA so we'll soon in put you in contact direct contact with Lu Man Hea. Any questions on that? 
That's great. 
Okay. 13 terminations stri and suspension of services as prepar to review the termination and suspension provisions to determine whether additional limitations miel can you go down a little bit please. 
Cure periods or clarifications are necessary. Freba will assess the potential operational risk if services are suspended mid contract. Javin confirm whether cure periods or notice provisions are included or can be added to balance the CLA. 
Any questions on that?
Speaker 2 | 01:54:43
Sorry, I'm not sure what was the. Can you go back to that? I think I missed the point here. What's the termination.
Speaker 4 | 01:54:51
Rights and suspension of services? Okay. And Leon, I think that Mr Santa, I think that from the discussion yesterday, may I haven't known here that this clause did not apply.
Speaker 2 | 01:55:28
Okay? So I think we're just waiting for. I think for you Miriella based on this I think it's really for you guys to is it for prepa sorry to review is this what it's saying prepa to review the provisions to determine if the if you additional care periods.
Speaker 4 | 01:55:48
Yes, but I think we discussed this yesterday with management. Mr Santa. And I believe that I have. That this does not apply. Comment here on issue number 13. Can you confirm that is a position?
Speaker 6 | 01:56:04
I unfortunately don't have my notes here, but I trust your recollection. I'm absolutely sure it's better than mine.
Speaker 4 | 01:56:15
If you want to go a little bit again just to make sure so that we all know what we're talking about, Megan, can you. Its rights and suspension of servicesm. So the seller has broad rights to terminate and suspend services. 
Additionally, the buyer's failure to meet credit security requirements in an event of default, giving the seller another pathway to terminate the agreement.
Speaker 6 | 01:56:49
Yes, I recall now, and obviously, I don't know if Miriella addressed this issue at the beginning of the meeting. I'm sorry I was not able to be here, but after we met with management, you know, basically prep. Prepa position is basically what was in the RFP, was simply 24 cents per kilowatt payment of $0.24 per kilowatt hour. Provided. 
Right. And what we're doing here is we're trying to see which if there are any issues that can be tweaked. Which are not which do not derail us too far from that baic ask by prepa And we can go back to management and explain why or why we should or why we shouldn't, approve it, right, and make it part of the contract. 
But my recolle. Yes. As now that I read it again. Because II mean, you may have a good reason, but I think it should be something that we can. 
First of all, because we don't know if there's going to be a. Well, let me backtrack a little. The. The seller has brought rights to terminate or suspend services. That alone, you know, does not work for prayer.
Speaker 11 | 01:59:20
Just to clarify, it's only if there's an event of default. I think. I think you guys are looking at section 14.1 and Rao, if that's wrong correctly. But I think the language you all might be referring to would be in 14.1 a of our agreement, which I think is in our view fairly standard. 
If either party defaults. These are the remedies that are available to either party, right? So if Chaplin were to be in a event of a default situation, you would have those same rights as well. So I just wanted to point out, as you guys were thinking about that.
Speaker 6 | 01:59:55
But the first sentence basically is a blank check, right? I mean, it's well, I guess, yeah, I guess everybody has a right. Sorry, guys, if I'm a bit slow.
Speaker 11 | 02:00:13
It we just want to make sure we're looking at the same language so we can get to a good place on it.
Speaker 6 | 02:00:20
Two very hard, difficult days here.
Speaker 2 | 02:00:24
Lena. Take your time. We know you.
Speaker 6 | 02:00:27
You guys love to be in a hard week. As they all are.
Speaker 2 | 02:00:34
Lel I think, first off, we know you guys are doing a lot right, and, you know, trying to move mountains here, so obviously take as much time as you need. On the termination rights, just and suspension rights. 
I think we give a normal course sort of events of default with cure periods for each of them. So more than happy for you to, you know, go through them if you have any comments. We could discuss that. 
But the first one that you had on this page of. Of credit requirements. That's obviously a very critical one for us. I think we've discussed that before. So I'm happy to go through any. And all this and. 
And we've got as much time as you need and we can do today. Continue over the weekend whatever you like I think just going back to I think your original comment Lena I don't the 24 cents is impossible for us. Our pricing is what it is it makes it very difficult. It made it very as discussed before, it made it very difficult for us. The last minute nature of this RP and the very short time frame that this RFP is allowing for. Really very difficult with vendors and not only in pricing, but even finding people who wanted to even entertain this idea of moving generators to Puerto Rico under PREPA contract with only one year commitment. For most people, you know. Life is too short. 
Yeah. To have to do this. These generators, they're used to contracting for, you know, three to five years now for twelve months. So I'm not happy about it either. I absolutely agree with you. It's very expensive, but there's not much we can do. I get help on the margin in certain places. We've gotten better, we've learned more about the balance of planned. We can be more definitive on the cost there than what was in the proposal, but at a very high level, there's really not much that could be done. There are areas where Propa could help themselves by getting us access to, as we discussed the LNG contract term with nerg that would be helpful. 
That's about, five cents per kilowatt hour. That's super helpful. So I think there are things that we could do together to bring down the cost. And even if you can't, do the LNG, which would be super helpful helps with the missions and all those issues. 
But, even if that doesn't work, we can potentially explore fuel oil or other feedstocks that could be cheaper than diesel. We just EEL was the easiest thing for us to manage right now. The LNG, I think, is probably what propa could do to really help itself.
Speaker 6 | 02:04:23
Okay, so let's go back here a little. I guess then it would be. I mean, if you had not addressed this issue before in this did you at least talk about the different scenarios LNG diesel and what the cost would be, with Prepa allowing you to use our contract with Nur GI and without that opportunity.
Speaker 2 | 02:05:06
We didn't discuss it but that I've already run the numbers before a few days ago. Leon. When we first spoke and based on what I believe is a based on the latest naturg contract that I believe Prepa has with you would probably say between four and five cents.
Speaker 6 | 02:05:31
So what? So in that scenario, what would your all in price be per kilowatt hour.
Speaker 2 | 02:05:40
Right? It would be four to five cents cheaper, right? I think we were. I forgot how I don't think about it that way. I think about it more in absolute term, but I think our number in our RP was 37 cents.
Speaker 7 | 02:05:55
Okay on that area.
Speaker 2 | 02:05:56
So four to five cents cheaper.
Speaker 6 | 02:06:07
So that's with, and cheaper versus diesel. Yeah. So diesel would be at thirty seven. Yeah, and that this is an all in price plus the letter of credits, plus, mobilization cost.
Speaker 2 | 02:06:43
No, I think that was and let me go back to the RP. No, that's including. So that includes our estimate for that includes our number for mobilization, balance of plant demobilization, the capacity payments, the spot price of fuel today and the fixed on M payment. 
And that gets us to. So. All inclusive. You know. Everything included. Right. We were at 37.8 cents. We tried making this. I don't know if everybody was as transparent as us, but we tried to putting everything loved in its entirety so you can see everything clearly. We put this on, in our RFP.
Speaker 6 | 02:07:47
Okay, can you give me a second, please? I'll be right back.
Speaker 2 | 02:07:51
Sure. Thank your time. 
Sorry, I'm Miriella. Just, now that I'm kind of reading through all this, you know, of the things that we talked about last time was the revenue sharing of the cost savings on the on doing the LNG the fifty fifty share.
Speaker 4 | 02:08:59
That's. That's an issue. Number one.
Speaker 2 | 02:09:02
Okay. 
So, Miriella, how does it usually work? Do we go through all these issues lists and then do you guys have someone from your side to a red line of the document or is there a different sort of different process that you go through?
Speaker 4 | 02:09:49
No, I think that's the. That's what we should be doing now. We should all come. We should all start working on the same document with redlining. Yes.
Speaker 2 | 02:09:58
And would that be.
Speaker 4 | 02:09:59
Going to finish it?
Speaker 2 | 02:10:01
So would you guys would Leon take the pen next?
Speaker 4 | 02:10:10
I think I'd rather maybe take us take the pen. Let's the 3pbo take the pen and just look into Leon Ling or modifying the way that we have drafted it. But we need to make it simpler for him. He's the one that's most occupied.
Speaker 2 | 02:10:30
Y and then are you and then who do you guys use for council?
Speaker 4 | 02:10:35
Well, we internally we have a legal department, but we use clearly and to help us out in these issues. So what I'm going to do, what I'm gonna do is I already have this renew with the comments from the past meeting. I'm going to combine today's meeting with this and then I'm gonna ask authorization to share with Cleary. 
And internally, we'll review Mof. Don. We'll have Leon and approveod.
Speaker 2 | 02:11:09
Okay.
Speaker 10 | 02:11:17
One thing, Spencer. And I'll be interested in three PPO's comments. You know, this is this discussion. But we still have to go to the Promesa board with this contract. So it could be that there might be a further round of discussions on terms potentially with the Promesa board and PRAD.
Speaker 4 | 02:11:38
Right.
Speaker 10 | 02:11:39
And the regulate answer on the regulator and.
Speaker 2 | 02:11:47
MARRIIELA. Based on. I don't know how many more issues we have, but based on your review right now, I guess you guys will take this back. And how long does it take you guys to turn a document? Justing from a timing perspective should be the what should be sort of the expectation the goal to kind of set people's agenda.
Speaker 4 | 02:12:16
We need. Yeah, we need to have this ready by next week. The sooner the better. So we definitely gonna work insistently. Leave everything else aside and work on this.
Speaker 2 | 02:12:26
Okay? Great.
Speaker 4 | 02:12:27
Okay. 
Hi, everyone. Leon just called me. He's a little bit caught up with all the proponents and he has asked me to see if we want to still walk through the other issues and see what things we can tackle off the list while he joins in the next five minutes.
Speaker 2 | 02:23:30
Yeah, that would be great. I think we should do that.
Speaker 4 | 02:23:33
Okay, yeah, I think we left at number thirteen. Mean? Okay, yeah, we discussed 13.
mgarcia@recomspr.net | 02:23:44
Yeah, I think it was fouren.
Speaker 2 | 02:23:47
Okay point. Yeah. 
Let's look at the auction item.
Speaker 4 | 02:23:59
Yeah, I'm looking for my notes as well. Forced mature. I think that this is something that we already discussed. Go down a little bit so we can see the action list on behalf of all stakeholders. Yeah, this is something that we already discussed in the first major clause.
Speaker 2 | 02:24:23
Yeah, I think the answer was that we could get into. I know where that I know where the all the vendors sit today. For a one year contract, if it were to be a two year contract, that, of course, I would push for 30 days.
Speaker 4 | 02:24:41
Okay, let's go to number 15, please. E the limited indemnity was they said that they could consider it so that's a go to the action list please mein so we can verify. Okay, so that's a goal that's something that will no issues there. Let's go to. To number 16. They said that definite environmental identity. You can go to the action list three. 
And again, this is something that you, Mr Spencer, that you mentioned that this was a critical aspect to your partner that he presented. And they said that obviously, if it was something that was not caused by Favian, that you shouldn't have to be responsible for it. 
And that we can insert some wording that, if it's caused by Lu MA prepar hanea, that it's obviously you're not going to be liable. And as well we could incorporate some language saying that if you this is something that you require that we could do a publicly a we can go publicly. 
And if it's not your fault. And letting the public people know that this is was something definitely not caused by Javin. So that's something that we could insert in the contract this language so that you can feel more comfortable with that if that's okay.
Speaker 2 | 02:26:16
Okay.
Speaker 4 | 02:26:18
Okay. And any anymore nothing else than that. Let's go to 17 sellers liability cap. Okay. So definitely. This point is not a deal breaker. So definitely but I can consider and number let's see the next one me again please 18. 
Okay, for some reason I have that this is here is was a no go on let's go to the action list. Ensure that both GAs and diesel. Okay, so definitely this is no because maybe they have they didn't have the discussion but this is exactly what Mr Santa is looking into consideration. 
So I think that this was already discussed. This was to see with if we were going to convert it to LNG but obviously with the previous discussion, I think it's not off the table. Okay, let's go to 19 integration of power delivery at the site. Let's see the action list, because I don't have a comments on this one. 
Okay, so yeah, I have no comments because this takes us back to the NDAs and being able to coordinate the meeting with Yoma and Hanara. Okay, let's go to number.
mgarcia@recomspr.net | 02:27:46
21 2020.
Speaker 4 | 02:27:55
Yeah, okay have here it's okay this is something the credit support that obviously management was very that they were not going to be able to provide the letters of credit. Does this have the same should I bring the same thing that we talked about before on the other language pertaining to escrows?
Speaker 2 | 02:28:26
Yeah, it's the same thing. We need a mixture. We need to know what's available. But we need a mixture of the Commonwealth Federal LC or escrow, and we need to get comfortable with the escrow. And hopefully, Miriella, you'll be able to convince them that the escrow is not needed and we just go to the LC.
Speaker 4 | 02:28:52
Okay? I'll try my best, I promise.
Speaker 2 | 02:28:54
Thank you.
Speaker 4 | 02:28:56
And. Okay, so we're almost done here. Twenty one related agreements and. 
Okay. So they said that they definitely can guarantee the access that they don'. Understand the issue with the license agreement, but that they can guarantee the access.
Speaker 2 | 02:29:22
No, it's fine, I think for us, we have some additions to the access agreement, which ensures the supply of water and sewage services. We've been editing our documents as we've been completing our the process with our other required contracts and as we've learned more at the site, we just we haven't sent them to you yet, just waiting for your red line. 
And then we would then send our comments back immediately on top of yours we thought would be the right way to do it, as opposed to inundating you with changes to something we've already put together.
Speaker 4 | 02:29:59
Okay, that's fantastic. So that crosses out number 21. Let's go to 22 expert determination. Okay, management, what they said in terms of this is they don't have an issue with your suggested language regarding the executives of senior managers. They don't want to go to court. 
But given the fact that this is something that is an emergency generation project, that they're afraid because they were saying, well, ten, 4055 days of having discussions and not getting anywhere and not being able to secure a going to the court immediately. 
And it's going to be a high risk situation for us given the critical nature of this project. So they don't have an issue putting it, but they need some wording that establishes that at some point there has to be able they have to be able to go to court and depending on the how critical the issue is.
Speaker 2 | 02:31:09
Miriella that that's fine. Yeah, you can change the days that you guys feel more comfortable with. We just want to make sure that there was like my point last time, we just want to make sure there's an opportunity for senior people to sit with each other and try to quickly resolve disputes.
Speaker 4 | 02:31:26
Okay.
Speaker 2 | 02:31:27
So you want to change if you want to change the days, that's problem.
Speaker 4 | 02:31:31
Okay, well, that's fair. Let me get back and see what they seem are deemed reasonable and put some language that they that you can push back. And you definitely have to be able or make somebody available to meet and try to solve this. 
Okay, so let me circle back to them. But that was the issue, right? Given the critical nature of this project. Okay, so go to 23.
Speaker 6 | 02:31:58
Sorry, guys, I'm back. Thank you for giving me the opportunity to, make some calls. Listen, I don't know if, you know, we want to go on with the remaining issues, but what I would suggest at this point, my best recommendation to you is I need you to go back to the drawing board. I really need you to think long and hard in this. 
And, you know, get back to us with the different scenarios and what you are really sure that your best offer can be? Okay, that's my recommendation at this point. We can reconvene Monday morning. That should give everybody enough time. 
But, or if you want to. I don't think the list. Hold on a second, please.
Speaker 8 | 02:33:18
I would like to share one quick. Well, I'm back online. That today an executive order by the Secretary of Energy was omitted towards the emergency request from Puerto Rico. So it's something that we will be looking align with the executive order emitted by the governor. 
But this is just literally today at two o'clock. It was submitted.
Speaker 7 | 02:33:50
Coincidentally, I shared that. I shared that just a few minutes ago with the group.
mgarcia@recomspr.net | 02:33:56
Perfect.
Speaker 2 | 02:33:57
Perfect.
Speaker 6 | 02:33:58
Did you're on top of Theco.
Speaker 10 | 02:34:02
Yeah, I did the same So hopefully, as we said, Santa, you know, this group is ready to walk the halls of in DC as needed now that there's this emergency federal declaration of power e declared today to help secure funding if needed.
Speaker 6 | 02:34:29
No. Sure. I think every penny counts. And we have to get on that wave. Everybody has to get right that wave to shore, right? So sorry, as I was saying, I think you know my recommendation right now at this point is please go back to the drawing board, look at the different scenarios. Having the opportunity to access our contract with Naturg not having that opportunity. Diesel LNG whatever scenarios you think possible and please come back to us on Monday. 
I think it would be great. Let me see.
Fabian Velez | 02:35:18
My time I keep on happy you got a good friend. You don't know how good a friend you've got.
Speaker 6 | 02:35:23
I we should have enough time slots open on Monday.
Fabian Velez | 02:35:24
Like you know. No, you don't. Not must notly of everything. He had the story Fitstead Corp.
Speaker 6 | 02:35:29
The problem is that meetings here grow.
Speaker 2 | 02:35:40
In the wild.
Speaker 6 | 02:35:59
Yes, I there there's, you know, we have enough space, and even if something comes up, we'll, you know, we'll make the arrangement necessary to meet with you whatever time you deem convenient on Monday.
Speaker 2 | 02:36:19
So we're. Lena, we're available all day Monday. So what works for you? But to be frank, lel with everything that I'm in control of, which is doing the business plan that we presented to you here and Diesel, this is our proposal. To be frank, it's hard holding everything together. By the timing that this process is taken, I can assure you that everyone is being called by the data centers and the hyperscalars for more and more generators with what's going on in this environment. 
So if anything, there's more and more pressure on me to close quickly. So. I really don't. And I'm saying this very frankly. I wish I had a better answer. I'm here to solve problems. I'm not happy about it either. The only person who I think can really help bring down the costs is Prepa, and I don't control that, so I don't. There's not much for me to think about or re present to you on Monday. In fact, quite the opposite. What? I want to encourage you. 
And we said this before we are ready to sign and close. We have our business plan all wrapped up, and my biggest concern that I have is that every week that gets delayed, I'm getting deeper and deeper into hurricane season, which will potentially impact the performance of this contract.
Speaker 6 | 02:38:12
Okay. So okay, you've been clear and I appreciate that. So this is your best and final offer. I still would like to have it in writing, maybe in an e mail. Scenario 1. This is it. Scenario 2. This is it. 
And then I guess we'll find the time over the weekend to meet with management and we can have an answer for you either over the weekend or early Monday morning. We usually work on weekends, so it wouldn't be strange that we can have an answer prior to Monday, but the latest early Monday morning.
Speaker 2 | 02:38:57
Okay. So. And Lena it's it is in my RFP there's a pricing section and it's all there. Okay, here.
Speaker 6 | 02:39:07
Okay, we'll reference that then.
Speaker 2 | 02:39:11
I think that's the best thing that I think that there is. And my estimate for what pre ele cost is right now from my read of the documents. But of course, prepa, has to confirm it is. I think it saves four to five cents.
Speaker 6 | 02:39:36
Okay, I got it.
Speaker 2 | 02:39:40
Okay.
Speaker 6 | 02:39:41
Well, thank you all very much for your time and effort. Really, we.
Speaker 2 | 02:39:44
I know, I think, you know, I think we have just one more topic. Yes, yeah, we might as well just finish it up. And I know what's your favorite topic as well? Leon it's the waiver of sovereign immunity.
Speaker 4 | 02:40:01
I have my notes here from our meeting from management. And that was something that was not accepted by management, but I'll leave it to the. And now to confirm. Well.
Speaker 6 | 02:40:11
It is simply because at this stage, we cannot make that decision on behalf of the government, right? That would have to take a communication that's beyond my pay rate. And if need be. Right. Depending on what goes on over the weekend, we can have that conversation, or maybe it's not necessary, so. 
So we'll get back to you on that one, okay?
mgarcia@recomspr.net | 02:40:46
Yeah.
Speaker 6 | 02:40:48
Well, thank you all.
Speaker 2 | 02:40:49
Hopefully you, Miriella. So I just want to make sure that this is the last one.
Speaker 4 | 02:40:54
Well, and before Mr Santa came into the meeting, we were discussing the permit issue. And I think that Davening brought on some of the important things that were not discussed in detail in our previous meeting. 
And in management, they understand that they have to be responsible of being the ones soliciting the permits with the. And us. Are facilitators. But they. They presented some concerns regarding, like the permits that have already been awarded or the allowance by federal government in places like in. In the sites that the correct person to be able to, solicit the waiver or the allowance for an additional quantity or additional emissions might not be the proponents for the project but the one that is in control of the site. 
So when it comes to that, they want to be clear on how that's gonna be happening. If you have.
Speaker 6 | 02:42:00
Of course, whatever. You know, one thing is a contractual responsibility. But whatever needs to be done by pre or by the private operator. Of course we're going to do it and we're going to be more than willing to do it if you know, of course, the entity responsible before the R&A before EPA is pre. 
So you have our full cooperation. And. But what we were aiming at is the fact that contractually, the responsibility for certain permits e relies on the proponent. Obviously, when you're talking in certain cases like EPA, sure, surely E PA is not going to talk to you regarding a prepa permit in those specific cases. 
And we can later sit down and determine which is which and what side of the page they all fall on. But whatever needs to get done from our site. Certainly that's going to be our responsibility. Of course.
Speaker 4 | 02:43:28
Anyway, from a previous discussion and to finalize this meeting. And I told the AANT that we would defi we were gonna take the list of the because obviously, we have the executive order that is supposedly to waiver all projects. We're trying to see if we can somehow get as a document that specifically says that it applies to this emergency temporary generation. 
And as well, I'm going to take the list of the other permits that are not included in the executive order and establish a walk through on what needs to be done. And. And maybe we can help them identify how to go about this and assist them in any way.
Speaker 6 | 02:44:10
That would be great.
Speaker 3 | 02:44:12
Okay, Mary, if I could just before we go, if I could just. First of all, thank you'all for the time and for Miguel for meeting us at the site. We do have a number of kind of technical or follow up questions that I'm going to be submitting through Power Advocate here tonight. 
So if you could just please be on the look for that. Some of that is it will need to be circulated to Knera. So, but I'll get that over to you as soon as I can. And I just wanted to give you a heads up that that's coming.
mgarcia@recomspr.net | 02:44:49
Okay, that's perfect. We already set up the all the communications. We're just waiting for the NDA but yeah, it's already set up, so just follow them up and I'll add them to the document that's already set up.
Speaker 3 | 02:45:05
Okay? And then I'm going to be. I'm scheduled to be back in Puerto Rico next week, so. And Pedro will be there. And so if I think it might be good to start to have some tech some of these technical meetings next week. 
So if we could maybe start to try to set those up, I'm happy to submit a question, but if we could maybe start to set those up for either like Monday afternoon, Tuesday, something like that would be helpful. 
Okay.
mgarcia@recomspr.net | 02:45:32
Yeah, of course, if the NDA, as soon as the NDA comes on, it could be as quickly as possible.
Speaker 3 | 02:45:39
Okay, terrific.
mgarcia@recomspr.net | 02:45:40
Because it did for those technical meetings. I it's important for Luma and, you know, Prepa and Heneta to be sitting down the same because we'll get things done a much quicker.
Speaker 3 | 02:45:54
Okay, I agree. I agree. And, you know, as soon as we get the ND and we can review it, we can get it signed and sent back no problem.
Speaker 2 | 02:46:02
Okay?
Speaker 7 | 02:46:03
All right, thank you.
Speaker 2 | 02:46:06
I will beone.
Speaker 3 | 02:46:08
Bye. Have a good time.