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Neil Callahan

Rosemont Seneca

401 Greenwich Street, Suite 400 | New York NY 10013 | 212-933-9965 |
212-796-4037

1010 Wisconsin Avenue, Suite 705 | Washington DC 20007 | 202-333-1880

917-945-9516 (mobile)

866-749-8879 (fax)


From: Eric Schwerin [mailto:eschwerin@rosemontseneca.com]
Sent: Tuesday, July 27, 2010 5:42 PM
To: Hunter Biden; darcher@rosemontseneca.com Archer
Cc: Neil Callahan
Subject: CAF


For discussion tomorrow at 10:30am.


Here's what we should propose to CAF. The deal was for approx an $800K
success fee as I recall. This always (as standard operating procedure) was
contingent on the actual award and when the money is obligated by Amtrak.


Amtrak has so far only allocated $25.8m of the $258m contract. (It is a
five year contract at $258m, with the first year only being valued at 10% of
the total, $25.8m). So, we would only be receiving 10% of the $800,000
anyway had we had a signed agreement on the success fee. And by the way,
$800,000 is .2% of $298m. Way, way below the going rate for these types of
things.


I think we should send CAF a letter saying that per our agreement we want to
memorialize our understanding on payment of success/sales percentage fees.
We should ask for our $80,000 now (the 10%) and agree that the rest is paid
out as the money in obligated. We could also look at increasing our annual
retainer by $80,000.


We should also agree to help them with the following things:


1) Advice and strategy related to Amtrak

2) Advice and strategy as related to work CAF can do to help Amtrak secure
financing for the remaining 90%

3) NY State relations - including work with the Governor (to include a press
event ASAP in Elmira)

4) Federal Government Strategy (no lobbying, but this could include a
recommendation to hire a lobbyist)

5) Labor Relations


We may even want to look at expanding the relationship to focus on Light
Rail.


FYI, Lorenzo wants to schedule a trip to Spain in September to talk to Jesus
about this. I don't think we should go until this is finalized.


Eric D. Schwerin

Rosemont Seneca Partners, LLC

1010 Wisconsin Ave., NW

Suite 705

Washington, DC 20007

(202) 333-1880

eschwerin@rosemontseneca.com <x-msg://59/eschwerin@obblaw.com>

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