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Agreed 100%. If we did that - it would be $53,500 a month to us (assuming all the non-written offers actually materialize). And Transatlantic would STILL be making more than us - they'd be making $73,500 plus having 75% of the equity in Ormazabal. But that is understandable as they brought in Ormazabal before really working with us and that was our deal.

If they didn't agree to pay us on Ormazabal then if would be $43,500 a month to us and $83,500 a month to them.

If we keep Talgo and didn't get paid on Ormazabal, it would be $58,500 to us and $83,500 to them. But that assumes TA would pay us 50% of CAF as a consulting fee and we wouldn't pay anything to them on Talgo. That is probably not a good assumption and it becomes tricky to have us do Talgo and them do CAF.

The first option is the best and most fair (other than us splitting everything 50/50).


Eric D. Schwerin
Rosemont Seneca Partners, LLC
1010 Wisconsin Ave., NW
Suite 705
Washington, DC 20007
(202) 333-1880
eschwerin@rosemontseneca.com
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On Jun 3, 2010, at 7:34 PM, hbiden@rosemontseneca.com wrote:

If we drop Talgo and do CAF I am going to insist we start to get our fee for Ormazabal. The fact is if we say no to CAF and Iberdrola Lorenzo wouldn't be able to get them as clients.
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From: Eric Schwerin <eschwerin@rosemontseneca.com>
Date: Thu, 3 Jun 2010 18:35:10 -0400
To: darcher@rosemontseneca.com Archer<darcher@rosemontseneca.com>; Hunter Biden<hbiden@rosemontseneca.com>
Subject: For Discussion

So, we need to make some decisions on these potential clients of Transatlantic's tomorrow. From my talks with Lorenzo today, here is what is on the table.

Iberdrola - upfront $100K, which would be $50K to us. Apparently, the $300K would be paid at the end of the contract regardless of "success". So, that is $200K to us after seven months which works out to approx $28,500 a month.

CAF - The proposal Lorenzo made works out to $15,000 a month to RSP for the first six months all paid up front. Not sure if that is where the CEO of CAF will come in. And then $15,000 a month to RSP after that. With a probable success fee of 1%. But I am pretty sure it will just be the first six months guaranteed.

Talgo - $15,000 a month.

We need to decide whether we can do Talgo vs. CAF. Lorenzo is now pushing that we just do CAF and say No to Talgo.

I am not factoring in the pain in the ass factor of any of the clients. I do think though that CAF may be more work up front. One thing with Talgo is we know them and their issues. They are a pain to deal with but we have the baseline. To do CAF it may require Hunter to go to Spain in the near future and inevitably Lorenzo will manage the relationship and want to show a lot of activity at first. The fact that we will manage the client relationship with Talgo is both a plus and a minus but it will allow us to better control the time we spend on it. Just some thoughts.

Finally, we need to figure out what to do about Ormazabal. I still would like to say that if we drop Talgo we get paid for Ormazabal. To me, even if it is $7500 a month it is important that we feel we are getting some dollars in for doing the work on this.

Let me know your thoughts and let's discuss tomorrow.


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