Form A-2 - Financial Proposal Submittal Letter Page 8

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INSTRUCTIONS TO ATTACHMENT A
ADDITIONAL REQUIREMENTS
A.
Describe the legal structure of the Proposer and provide organizational documents for the
Proposer and evidence of authorization of execution and delivery of the Proposal and
validity thereof. If the Proposer is a corporation, it will provide evidence in the form of a
resolution of its governing body certified by an appropriate officer of the corporation. If
the Proposer is a partnership, such evidence will be in the form of a partnership resolution
and a general partner resolution (as to each general partner) providing such authorization,
in each case, certified by an appropriate officer of the general partner. If the Proposer is a
limited liability company, such evidence will be in the form of a limited liability
company resolution and a managing member(s) resolution providing such authorization,
certified by an appropriate officer of the managing member(s). If there is no managing
member, each member will provide the foregoing information. If the Proposer is a joint
venture, such evidence will be in the form of a resolution of each joint venture member,
certified by an appropriate officer of such joint venture member. If the Proposer is a joint
venture, the Proposal must be executed by all joint venture members.
B.
Describe the legal structure of the proposed Developer, provide an organizational chart
showing the Persons that will own direct or indirect equity interests in the proposed
Developer, and provide organizational documents for the proposed Developer and such
Persons (including, for avoidance of doubt, each Parent Guarantor), as follows:
1.
If any such entity is a corporation or includes a corporation as a joint venture
member, partner or member, provide articles of incorporation and bylaws for each
such entity, certified by an appropriate individual. If a modification to existing
articles of incorporation and/or bylaws is contemplated prior to award, state
accordingly, indicate that these documents will be provided prior to award and
provide applicable draft documents for each such entity.
2.
If any such entity is a partnership or includes a partnership as a joint venture
member, partner or member, (a) attach full names and addresses of all partners
and the equity ownership interest of each entity, and (b) provide the incorporation,
formation and organizational documents for the entity (partnership agreement and
certificate of partnership for a partnership, articles of incorporation and bylaws for
a corporation, operating agreement for a limited liability company and joint
venture agreement for a joint venture) certified by an appropriate individual. If a
modification to the organizational documents is contemplated prior to award, state
accordingly, indicate that these documents will be provided for such entity prior
to award and provide applicable draft documents for each such entity.
3.
If any such entity is a joint venture or includes a joint venture as a joint venture
member, partner or member, attach full names and addresses of all joint venture
members and the equity ownership interest of each entity and provide the
incorporation,
formation
and
organizational
documentation
for
the
Proposer/Contractor/Equity Member (partnership agreement and certificate of
Virginia Department of Transportation
- 8 -
Volume 1 to Request for Proposals
Transform 66 P3 Project
Instructions to Proposers
July 29, 2016

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