1. ROLE OF BUSINESS IN THE DEVELOPMENT OF ANCILLARY INFRASTRUCTURE. PUBLIC-PRIVATE PARTNERSHIP (PPP) IN THE CONCEPT OF MODEL HIGHWAY INITIATIVE Relations between participants within Public- Private Partnerships and various types of PPPs in the transportation industry Report by Juliette Passer, Esq., for International Project Development Group and PanaManagement Corporation, NY, USA in Batumi, Georgia October 10, 2011 International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

2. A public private partnership for infrastructure services has four key characteristics: it involves an efficacious sharing of risk between public and private sector; it provides a public service; it offers value for money; and it is a long term partnership over many years. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

3. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060 The World Bank Database, for example, identifies four types of projects: Management and Lease Contracts; Concessions; Greenfield projects; and Divestitures

4. For both highway and transit modes, private contract services represent the most common form of private sector involvement in surface transportation project and service delivery. For the highway mode this includes contract planning, an environmental studies, facility and right-of way maintenance, and operations, including the operation of transportation management centers and various related services. Transit agencies have long contracted for the operation of some or all of its modal services with the private sector. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

5. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060 Concession PPP Long term concession or lease agreements typically involve the lease of publicly financed facilities to a private sector concession team which provides full facility services for a specified time period. Under the concession lease, the private sector team agrees to pay an upfront fee to the public agency in order to obtain the rights to collect the revenue generated by the facility for a defined period of time (usually from 25 to 99 years).

6. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

7. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

8. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

9. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

10. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

11. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

12. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

13. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

14. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

15. IPDG LLC, a New York limited liability company, was founded in 1996 by Juliette M. Passer, as its President and General Counsel, a New York licensed attorney with over 20 years of broad international transactional experience, fluent in the Russian and Ukrainian languages. Ms Passer is a member of the Council on Foreign Relations and serves on boards of several companies. She is listed in Who’s Who in American Law and Who’s Who in American Women. The company provides legal and financial consulting to both US and foreign clients involved in many industries. Its associates have an average of over 15 years of experience at major US firms in financial services, investment banking, marketing and management consulting. The clients of IPDG receive personalized and effective representation based on combination of major firms experience and quality at highly competitive rates. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060

16. PanaManagement Corporation provides legal and business consulting to both US and foreign clients involved in many industries in transactions in such sectors as aviation, aircraft leasing, transportation, pharmaceuticals, petrochemicals, telecommunications, real estate development, technology transfer, information technology (IT) and the Internet, advertising, clothing manufacturing, defense conversion, energy production and conversion, entertainment, non-profit organizations. Together with its affiliated companies, our associates have combined experience of over 20 years at international and US firms in legal services, strategic business consulting, marketing, and management consulting. International Project Development Group New York Office: Panamá City Office: Telephone: 212-541-3909 Telephone: +507-269-0060