Transition Letter

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The Transition Letter is a document outlining a legal understanding between the GNWT and the Deh Cho Bridge Corporation regarding the termination of the Concession Agreement and the winding down of the DCBC. Dated June 18, 2010, its provisions are agreed as backdated to March 31 (the Effective Date).

Main points

  • The Concession Agreement is terminated.
  • The GNWT takes over the DCBC's construction contract with Ruskin
  • The GNWT will pay for the negotiation, settlement or litigation of the pending claims by Atcon, Andrew Gamble, and Jivko Jivkov, and the DCBC will allow the GNWT to conduct these matters as it (the GNWT) sees fit. Although there are no other claims against the DCBC currently, any future claims will be handled in the same manner.
  • Any settlement amounts are still the responsibility of the DCBC. However, the GNWT will indemnify the officers, directors and shareholders against any claims, so those individuals (and the Dene/Metis organizations) won't be on the hook. There is an exception to this indemnity in cases of "wrongful, fraudulent or oppressive conduct".
  • Any future expenditures by the DCBC are its own responsibility. Any future GST rebates belong to the GNWT, as well as any money in escrow with DFO, letters of credit or bonding with Atcon, Ruskin, etc, and basically any other financial assets associated with the bridge construction.
  • The DCBC does not get any Invested Equity amount returned to it, and has no other equity claims. If the federal government requires the DCBC to repay the original INAC contribution, the GNWT will be responsible for paying this money. The GNWT may, if it desires, arrange to repay Atcon, Gamble or Jivkov for their invested equity, as part of any settlement with them.
  • The DCBC and the GNWT will do as much as possible to untangle the DCBC from the bond arrangements, to enable the DCBC to be officially wound down in the future.
  • The bridge is transferred to the GNWT, on an "as-is" basis, along with all the design and intellectual property. The GNWT has the option of taking over the rights to any claims the DCBC might have against the bridge designers or others.
  • The DCBC gives up any potential claims against the GNWT or its contractors.

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