Contract analysis

1. Renata Voss, Vice President of US Network Infrastructure, Northgate Fiber Americas Inc. — Ms. Voss oversaw the fiber build-out program from NFA's side, had direct responsibility for managing the contractual relationship with Meridian, and initiated the cure notice process. She is the signatory of Cure Notice No. 1, Cure Notice No. 2, and the Notice of Termination for Cause. Ms. Voss has knowledge of Meridian's sch

2. Sean Calloway, Director of Construction Management, Northgate Fiber Americas Inc. — Mr. Calloway served as the day-to-day contract administrator for the MCA. He was responsible for monitoring Meridian's performance, documenting performance deficiencies, issuing and tracking non-conformance reports ("NCRs"), reviewing milestone completion certifications, and preparing schedule variance analyses. Mr. Calloway partic

3. Dominic Hale, General Counsel, Northgate Telecommunications PLC (NFA's parent company) — Mr. Hale provided legal oversight and advice regarding the termination process. NFA asserts attorney-client privilege over the substance of Mr. Hale's legal advice, communications with outside counsel, and his legal analysis of the grounds for and process of termination.

4. Helena Bright, Chief Financial Officer, Northgate Telecommunications PLC — Ms. Bright was involved in the financial analysis supporting the termination decision, including the assessment of costs and financial exposure associated with both continuing the MCA and terminating it. She has knowledge regarding the financial impact of Meridian's delays on NFA's capital expenditure program and network deployment schedule

5. Sir Malcolm Ashford, Chief Executive Officer, Northgate Telecommunications PLC — Sir Malcolm, as the ultimate executive decision-maker for the Northgate corporate group, approved the termination of the MCA following review and recommendation by Ms. Voss, Mr. Hale, and Ms. Bright. Sir Malcolm has knowledge of the executive-level considerations and corporate governance process associated with the termination decisio

1. Cure Notice No. 1: Dated January 18, 2024. Sent by Renata Voss, Vice President of US Network Infrastructure, NFA, to Victor Sandoval, Chief Executive Officer, Meridian Infrastructure Partners LLC, and Bridget Yeung, Chief Operating Officer, Meridian Infrastructure Partners LLC. The notice cited Meridian's failure to achieve Phase 2 Milestone 8, inadequate mobilization and progress on Phase 3 construction, and the

2. Cure Notice No. 2: Dated February 19, 2024. Sent by Renata Voss, Vice President of US Network Infrastructure, NFA, to Victor Sandoval, Chief Executive Officer, Meridian Infrastructure Partners LLC. This second cure notice stated that Meridian had failed to cure the defaults identified in Cure Notice No. 1 during the initial cure period, and that Meridian was in continuing material breach of the MCA. The notice dem

3. Notice of Termination for Cause: Dated April 1, 2024. Sent by Renata Voss, Vice President of US Network Infrastructure, NFA, to Victor Sandoval, Chief Executive Officer, Meridian Infrastructure Partners LLC. The notice terminated the MCA effective immediately under MCA § 14.1 for uncured material breach. The notice invoked NFA's contractual right under MCA § 14.5 to complete the remaining work using substitute con

4. Liquidated Damages Assessment Letter (Phase 1): Dated November 5, 2021. Sent by Sean Calloway, Director of Construction Management, NFA, to Marcus Henley, Vice President of Field Operations, Meridian Infrastructure Partners LLC. The letter assessed $8,225,000 in liquidated damages for a 47-day delay on Phase 1 Milestone 3, calculated at the contractual rate of $175,000 per day pursuant to MCA § 9.1.

5. Periodic LD Assessment Communications (Phase 2): NFA also issued periodic liquidated damages assessment communications for Phase 2 milestone delays (Milestones 5, 6, 7, and 8), which are reflected in the project payment records, contract administration correspondence files, and payment application backup documentation produced in this litigation. These communications documented the calculation and deduction of liq

1. Pre-Termination Communications: NFA communicated with Ironclad Surety Group Inc. regarding Meridian's performance issues under the MCA and NFA's assessment of potential claims on the performance bond (Bond No. ISG-2020-NE-04417, with a penal sum of $120,000,000). This correspondence included communications with Patricia Dwyer, Vice President of Claims at Ironclad, and addressed the growing pattern of schedule dela

2. Post-Termination Communications: Following the termination of the MCA on April 1, 2024, NFA communicated with Ironclad regarding Meridian's April 15, 2024 demand on the $120,000,000 performance bond and Ironclad's position with respect to that demand. These communications addressed Ironclad's obligations under the bond and the parties' respective positions on coverage.

3. Defense Cost Contributions: NFA and Ironclad have communicated regarding Ironclad's agreement to contribute up to $2,000,000 toward NFA's defense costs in this litigation under a reservation of rights. The terms and conditions of that arrangement have been discussed in correspondence and meetings between NFA, Ironclad, and their respective counsel. Specific documents reflecting these communications have been produ