EXHIBIT 10.1


 


	[Seal that says	AGENCY:
    STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION:
    GENERAL DIRECTION
	 	 
	 	OFFICIAL
    COMMUNICATION: DG/122/2020




 


 


 


Mexicali, Baja California, on June 29th,
2020.





 


	 	[Seal that says STATE WATER

 COMMISSION OF BAJA

 CALIFORNIA/ DISPATCHED/

 JUNE 29, 2020]




 


 


AGUAS DE ROSARITO, S.A.P.I. de C.V.


Boulevard Rodolfo Sánchez Taboada number 10488, suite
801,


Zona Río, Tijuana Baja California, Mexico Postal Code
22320.


and/or


Paseo de los Héroes number 10289-302, Col. Zona Urbana
Rio Tijuana


Tijuana Baja California, Mexico Postal Code 22010.


Present.


 


We make reference to the Public-Private
Partnership Agreement Number C-SIDUE-CEA-APP-2015-002, entered into on August 22nd, 2016, by and between the STATE WATER
COMMISSION OF BAJA CALIFORNIA (hereinafter, the “CEA”) y AGUAS DE ROSARITO S.A.P.I. de C.V. (hereinafter,
the “DEVELOPER”); as well as STATE COMMISSION OF PUBLIC UTILITIES OF TIJUANA (hereinafter, “CESPT”)
in its capacity as joint obligor, and by, at that time, the Ministry of Planning and Finance as guarantor in the Current Account
Credit Facility. Said agreement was subject matter of Public Bid number SIDUE-CEA-APP-2015-002, was notarized before the public
faith of Mr. Rodolfo González Quiroz, Notary Public number 13 of the City of Mexicali, Baja California, as evidenced in
notarial deed number 78,242, volume 1,890, dated August 26th, 2016, which was amended through amendment agreement dated
June 1st, 2018, (hereinafter, the amendment agreement dated June 1st, 2018 will be referred as “Amendment
Agreement”; and jointly the Amendment Agreement and the agreement C-SIDUE-CEA-APP-2015-002 will be referred to as the
 “APP Agreement”).


 


The APP Agreement, as established in the
Amendment Agreement, is for the “Construction, Financing and Operation of a Desalination Plant in the Municipality of Playas
de Rosarito” consisting of “A Desalination Plant with a capacity of up to 4.4 m3/second in two stages: the
first with a capacity of 2.2 m3/second and an aqueduct to the delivery point in Tank 3 up to the El Florido Water Treatment
Plant both in the Municipality of Tijuana, the expansion to 20,000 m3 of the mentioned Tank 3, and the second with a
capacity of 2.2 m3/second, includes the Design, Preparation of the Executive Project, Construction, Electromechanical
Equipment and functioning Tests of the Desalination Plant and the Aqueducts; as well as, their Operation, Conservation, Maintenance
including its conduction and delivery of up to 4,400 liters per second, the treatment and the disposition of the rejection water
during an operation period of 37 years” (hereinafter the “Project”).


 






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	[Seal that says	AGENCY: STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION: GENERAL DIRECTION
	 	 
	 	OFFICIAL COMMUNICATION: DG/122/2020

 


    

 


The terms written with an initial capital
letter, the meaning of which is not expressly defined herein, shall have the meaning ascribed to them in the APP Agreement.


 


In this regard, the fifth paragraph of
Clause First of the APP Agreement provides that the guaranteed annual volume of water at 95% efficiency for both stages of the
Project shall be 131.2 million cubic meters, equivalent to 4,162 liters per second of Potable Water; the first stage being 65.6
million cubic meters, equivalent to 2,081 liters per second, and for the second stage 65.6 million cubic meters, equivalent to
2,081 liters per second at the Measurement Point, regardless of its conduction to the Delivery Point, as well as the disposition
of the Rejection Water1.


 


The public-private partnership projects,
in accordance with the provisions of article 2, paragraph two of the Public-Private Partnership Law for the State of Baja California
(the “APP Law”)2, must be fully justified,
specify the social benefit that is sought to be obtained, and evidence the need or convenience before other forms of financing,
principles that have ceased being in effect in the case of the Project, because, in the event of continuing with the fulfillment
of the agreed obligations, a damage would be caused to the CEA, to the CESPT, to the State of Baja California and to the users
of the service by generating strong pressure to increase the current rates, as will be evidenced below, with the provisions of
the first paragraph of Article 123 of the Regulations to the APP Law3 and Clause
Thirtieth, section V, number 14 of the APP Agreement being applicable.


 


Legal representation of Mr. Luis
Granados Pacheco, General Director of the State Water Commission


 


The undersigned, Mr. Luis Granados Pacheco
is the General Director of the State Water Commission of Baja California, pursuant to the terms of the appointment issued in my
favor on November 1st, 2019, by the Constitutional Governor of the State of Baja California, Mr. Jaime Bonilla Valdez
and ratified before the H. Board of Governors of the CEA, which is supported by the notarization of the corresponding minutes which
corresponds to volume 5,103, with number 183,694, dated November 21st, 2020, notarized before the faith of Notary Public
number Five of the city of Mexicali Baja California, Mr. Luis Alfonso Vidales Moreno, which was registered in the Public Registry
of Property and Commerce in the City of Mexicali Baja California, by means of entry 5883674 dated November 22nd, 2019
of the civil section, who exercises the legal representation of said organization in accordance with articles 11 and 12 of the
Decree by which the State Water Commission of the State of Baja California is created, published in the Official Gazette of the
State of Baja California on March 3rd, 1999 (hereinafter the “Decree for the Creation of the CEA”.


 





 



1 Clause First, paragraph
fifth of the Public-Private Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Subject Matter of the
APP contained in Clause Fifth of the Amendment Agreement to the Public-Private Partnership Agreement dated June 1st,
2018, named Amendment to the APP Clauses, pp 13-14.


2 Public-Private Partnership
Law for the State of Baja California published in the Official Gazette of the State on August 22nd, 2014, article 2,
second paragraph. [...]


In the terms provided for in this Law,
the public-private partnership projects shall be fully justified, specify the social benefit that is sought and evidence the need
or convenience before other forms of financing.


3 Regulations for the Public-Private
Partnership Law for the State of Baja California published in the Official Gazette of the State on August 22nd, 2014,
article 123, first paragraph. The Contracting Entity must agree in the Public-Private Partnership Agreement that it may be early
terminated when general interest reasons occur or, when for justified cause, the need for the requirement of the originally agreed
goods or services extinguishes, and it is evidenced that, continuing with fulfillment of the agreed obligation, would cause a
damage or prejudice to the State.


[...]


4 Clause Thirtieth, Section
V, Number 1 of the Public-Private Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Early Termination
of the APP, Early Termination for reasons of general interest, pp 71-72.


 






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	[Seal that says	AGENCY: STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION: GENERAL DIRECTION
	 	 
	 	OFFICIAL COMMUNICATION: DG/122/2020

 


    

 


Legal representation of Chemist Rigoberto
Laborín Valdez, General Director of the State Commission of Public Utilities of Tijuana


 


Chemist Rigoberto Laborín Valdez,
has the authority to contract, obligate and agree on behalf of the CESPT in accordance with his functions, who evidences his capacity
by means of an appointment dated November first, two thousand nineteen, granted by Mr. Jaime Bonilla Valdez, Constitutional Governor
of the State of Baja California, which was granted in accordance with the provisions of articles 49 fraction X of the Political
Constitution of the Free and Sovereign State of Baja California, 2 and 12 of the Organic Law of Public Administration of the State
of Baja California, 21 of the Law of Quasigovernmental Entities of Baja California and 11 of the Law of the State Commissions of
Public Utilities of the State of Baja California and through a power of attorney granted by its Board of Directors as evidenced
in Public Deed Number 182,428, Volume 5,896, dated November 13th, 2019, which is duly notarized before Notary Public
Number 3 of this city of Tijuana, Mr. Xavier Ibáñez Veramendi, registered in the Public Registry of Property and
Commerce under Entry 6182154 of the Civil Section, with registration date December 4th, 2019.


 


Opinion of the CEA as a Contracting
Entity


 


Pursuant to the terms of article 123 of
the Regulations to the APP Law, on June 25th, 2020, the CEA issued the opinion supporting the early termination of the
APP Agreement, which specifies the reasons and justified causes creating it and supporting and motivating such circumstance are
precised, which are communicated to the Developer herein, for the relevant legal, regulatory and contractual purposes (hereinafter
the “CEA Opinion”).


 


Resolution of the Board of Directors
of the State Water Commission of Baja California.


 


At the Fourth Extraordinary Session of
the Board of Directors of the CEA held on June 26th, 2020, the Board of Directors of the CEA resolved to authorize the
early termination of the APP Agreement for the reasons set forth in the CEA Opinion and authorized the undersigned, in his capacity
as as CEA's General Manager, to proceed lawfully.


 






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	[Seal that says	AGENCY: STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION: GENERAL DIRECTION
	 	 
	 	OFFICIAL COMMUNICATION: DG/122/2020

 


    

 


GROUNDS FOR THE EARLY TERMINATION
OF THE APP AGREEMENT FOR CAUSES OF GENERAL INTEREST


 


Articles 1, 2, 5, 10, 11 and 12 of the
Decree for the Creation of CEA, 1 of the Decree amending the Executive Decree creating the Decentralized Organism known as State
Water Commission, 111 and 112 of the APP Law, 123 of the Regulations to the APP Law, and other related provisions, as well as the
provisions of Clauses First, Third, Fourth, Fifth, Thirtieth Section V, number 1, Thirty Third and Thirty Eighth of the APP Agreement
and resolution number SE/008/26-06-20 passed during the Fourth Extraordinary Session of the Board of Directors of the CEA are the
basis for the early termination of the APP Agreement.


 


REASON FOR THE EARLY TERMINATION
OF THE APP AGREEMENT FOR CAUSES OF GENERAL INTEREST.


 


Causes of general interest for the
termination of the APP Agreement.


 


In accordance with what is indicated in
Clause Thirtieth, section V, number 1, item a), below are the causes of general interest that justifiably evidence that if the
obligations of the APP Agreement continue to be fulfilled, a damage would be caused to the CEA, to the CESPT, to the State of Baja
California and to the users of the service, by generating strong pressure to increase the current rates, all the foregoing to the
detriment of the general interest.


 


		a)	Description. As evidenced below, the current conditions of the Project have been substantially
modified with respect to the original conditions arising from the Public Bid number SIDUE-CEA-APP-2015-0025,
which trigger the provisions for terminating the APP Agreement for reasons of general interest in accordance with the legal, regulatory
and contractual provisions that have been indicated and the reasoning described herein; as it does not constitute a sustainable
solution given its financial unfeasibility, as well as the damage that would be caused by continuing fulfillment of the obligations
agreed in the APP Agreement.



 


		b)	Justification. Under the APP Agreement, the Developer must carry out the necessary actions
for the development of the Project consisting of the planning, definition and execution of all the actions that it considers necessary
to supply for 37 years, the operation of a flow of up to 4,400 LPS of desalinated and potable water in two stages, each one of
2,200 LPS, to partially cover the demand in the Municipalities of Tijuana and Playas de Rosarito in the State of Baja California.
Originally, it was forseen that the second phase, corresponding to 2,200 LPS, would begin operations in the year 20246.



 





 



5 Exhibits 1, 4 and 5 of the
Public-Private Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Call, Proposition and Scope of the
works of the Reference Terms, respectively.


6 Cfr. Note 9.






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	[Seal that says	AGENCY: STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION: GENERAL DIRECTION
	 	 
	 	OFFICIAL COMMUNICATION: DG/122/2020

 


    

 


Current Account Credit Facility


 


The APP Agreement contains an obligation
of CEA to carry out the contracting of a Current Account Credit line, which must comply with the following characteristics7:


 


		a.	Be irrevocable and contingent;



 


		b.	To guarantee to the Lenders of the Developer the fulfillment of the payment obligations in charge
of the CEA;



 


		c.	Have an amount equivalent to 3 months of the payment of the Consideration including the Value Added
Tax.



 


		d.	Have as a source of payment the necessary and sufficient percentage of the income from the tax
on the remunerations for personal work plus the income from water rights collected by the CESPT for the rendering of its public
utility service.



 


		e.	Be in force as long as there are payment obligations in charge of the CEA under the APP Agreement
(in the order of 37 years);



 


This current account credit line implied
a guarantee for an amount of $295.78 million pesos for phase 1 which was increased in $223.8 million pesos for phase 2, giving
a total of $519.6 million pesos for both phases8.


 


Original Consideration


 


The APP Agreement was executed with a bid
amount equal to $98.6 million pesos of monthly consideration for the first phase and $74.6 million pesos for the second (at February
2016 prices). That is, the consideration for the two phases amounted to $173.2 million pesos including value added tax9.


 


To place the above amounts into context,
the monthly management income of CESPT (Audited in 2019) was of $328.8 million pesos and the operative result (management income
minus operating expense) was $49.1 million pesos per month10.


 


That is, the amount of the Consideration
established in the APP Agreement11 only for phase 1 of $98.6 million pesos
represents 30% of the income of the CESPT for 2019 and 200% of the operating result (income minus management expenses), therefore
the payment of the Consideration would represent the creation of an annual deficit in the order of $593.17 million pesos
to CESPT, this is due to obligation of the CESPT under the APP Agreement, of executing a water purchase and sale agreement
in order for the CEA to have sufficient resources to pay the Consideration12.


 





 



7 Clause Twenty Ninth of the
Public-Private Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Resources of the Consideration, pp.
68-70.


8 Item 6 of clause Twenty Ninth
of the Public-Private Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Resources of the Consideration,
pp. 69.


9 Exhibit 4 to the Public-Private
Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Proposition.


10 Opinion on the Financial
Statements of the State Commission of Public Utilities of Tijuana for the period comprised between January 1st and
December 31st, 2019.


11 Clause Eleventh of the Public-Private
Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Consideration for the Services, pp. 40-46.


12 Opinion of the CEA. 






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	[Seal that says	AGENCY: STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION: GENERAL DIRECTION
	 	 
	 	OFFICIAL COMMUNICATION: DG/122/2020

 


    

 


The deficit in the CESPT mentioned in the
previous paragraph impacts the CEA, the State Government and the users in the following manner:


 


		a.	The deficit of CESPT would cause it to be unable to make full payment under the Water Purchase
and Sale Agreement entered into with the CEA, causing the CEA in turn to not have sufficient resources for payment of the Consideration
under this agreement.



 


		b.	Upon the lack of sufficient resources for the payment of the Consideration, the exercise of the
Current Account Credit that the CEA would contract with the guarantee of the Government of the State of Baja California, represented
at the time by the Ministry of Planning and Finance (SPF), would be triggered



 


		c.	Given that the Current Account Credit would affect the income and rights for the tax on remuneration
for personal work in a necessary and sufficient percentage, the Government of the State of Baja California would have its income
affected in the amount of resources necessary to cover the deficit of the Consideration, thus reducing the resources available
for its investment or social spending programs.



 


		d.	Given that the deficit would be maintained over time, this would generate strong pressure to increase
user rates seeking to reduce said deficit.



 


Amendment Agreement


 


The Amendment Agreement amended the Total
Cost of the System and consequently the Total Investment Amount and changed the original risk matrix of the Project by incorporating
an acknowledgement of the variations in the exchange rate and interest rates, in addition to the updating mechanism for inflation
originally foreseen, in accordance with the following13:


 


		a.	It increased the total cost of the System for phase 1 from $5,254.48 million pesos to $6,099.80
million pesos



 


		b.	It reduced the total cost of the System for phase 2 from $3,271.26 million pesos to $2,624.58 million
pesos



 





 



13 Clauses Fourth and Fifth
of the Amendment Agreement to the Public-Private Partnership Agreement, dated June 1st, 2018, named Amendment to the
APP Clauses; Clause Forty Sixth named total Cost of the System pp. 25-26.


 






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	[Seal that says	AGENCY: STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION: GENERAL DIRECTION
	 	 
	 	OFFICIAL COMMUNICATION: DG/122/2020

 


    

 


		c.	It modified the amount of the Consideration in charge of the CEA and in favor of the Developer.



 


		d.	It included a clause entitled: “Adjustment mechanism to recognize changes in financial conditions
during the investment period”, which allows for an increase in the payment arising from the increase in the exchange rate
in United States Dollars, in Euros and the increase in the interest rate.



 


Economic Impacts of the Amendment
Agreement


 


The monthly consideration of $98.6 million
pesos for the first phase was increased to $107.83 million pesos per month without considering the effects of exchange rate and
interest rate adjustments14.


 


Likewise, to place into context the amounts
indicated in the previous paragraph, this Consideration of $107.83 million pesos represents 30% of the income of CESPT in 2019
and 219% of its operating result (income minus management expenses), which would imply generating an annual deficit for CESPT
in the order of $704 million pesos.15


 


When calculating the effect of the “Adjustment
mechanism to recognize changes in financial conditions during the investment period”16
incorporated into the APP Agreement through the Amendment Agreement, the Consideration for phase 1 including value
added tax is estimated could increase from $107.83 million pesos to $125.50 million pesos per month.17


 


Again, to place in context the amounts
indicated above, the Consideration for Phase 1 for $125.50 million pesos represents 44% of the income of CESPT in 2019 and 296%
of the operating result (income minus management expenses) which could generate an annual deficit for CESPT of $1,157 million
pesos with the same affectation on the State of Baja California and the corresponding pressure for an increase in user rates.18


 


Options to cover the Deficit generated
between the income and payment obligations in charge of the CEA and the CESPT


 


The amount of the Consideration to be paid
by the CEA and the CESPT under the APP Agreement were increased due to the Amendment Agreement, which increased the amount of the
investment and incorporated the change mechanism per increase of the exchange rate and interest rate, which means that the amount
of such Consideration, from their origin, could generate a budget deficit for the CESPT that began at $593 million pesos annually,
but when incorporating the effects arising from the Amendment Agreement, could reach an amount of $1,157 million pesos annually,
which should be covered by the contingent credit line as follows:19


 





 



14 Clause Fifth of the Amendment
Agreement to the Public-Private Partnership Agreement, dated June 1st, 2018, named Amendment to the APP Clauses; Clause
Eleventh.- Consideration for the Services. Sets an amount for total monthly consideration of $92,968,663, which amount, when adding
the VAT, results in $107,843,649, p. 16.


15 Opinion of the CEA.


16 Clause Fifth of the Amendment
Agreement to the Public-Private Partnership Agreement, dated June 1st, 2018, named Amendment to the APP Clauses; Clause
Fourteenth named Adjustment Mechanisms to recognize changes in the financial conditions during the investment period pp. 17-19.


17 Opinion of the CEA.


18 Ibidem.


19 Ibidem 






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	[Seal that says	AGENCY: STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION: GENERAL DIRECTION
	 	 
	 	OFFICIAL COMMUNICATION: DG/122/2020

 


    

 


The deficit of the CESPT mentioned in the
previous paragraph impacts the CEA, the State Government and the users as follows:


 


		a.	The deficit of the CESPT would cause it to be unable to make full payment under the Water Purchase
and Sale Agreement entered into with the CEA, causing the CEA in turn to not have sufficient resources for payment of the Consideration
under this agreement.



 


		b.	Upon the lack of sufficient resources for the payment of the Consideration, the exercise of the
Current Account Credit that the CEA would contract with the guarantee of the Government of the State of Baja California, represented
at the time by the Ministry of Planning and Finance (SPF), would be triggered.



 


		c.	Given that the Current-Account Credit would affect the income and rights for the tax on remuneration
for personal work in a necessary and sufficient percentage, the Government of the State of Baja California would have its income
affected in the amount of resources necessary to cover the deficit of the Counterpart, thus reducing the resources available for
its investment or social spending programs.



 


		d.	Given that the deficit would be maintained over time, this would generate strong pressure to increase
user rates seeking to reduce said deficit.



 


This level of deficit would have to be
covered through a combination of the following three sources:


 


		a.	Reducing or eliminating future investments of the CESPT to the detriment of its service



 


		b.	Use budget resources of the State Government of Baja California affecting the social or investment
projects.



 


		c.	Increase rates substantially affecting the economy of the population.



 


Conclusion


 


Based on the above founded and motivated,
in case of continuing with the obligations foreseen in the APP Agreement, a negative impact on the finances of the CEA, of the
CESPT and in the finances of the State of Baja California and a strong pressure to carry out an increase in the current rates would
be created, thereby affecting the general interest. In other words, the Project contained in the APP Agreement:


 






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	[Seal that says	AGENCY: STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION: GENERAL DIRECTION
	 	 
	 	OFFICIAL COMMUNICATION: DG/122/2020

 


    

 


		a.	Is not sustainable.



 


		b.	Is not financially viable, nor sustainable for the CEA and the CESPT.



 


		c.	Puts pressure on the increase in the amount of the rates to be paid by the users, affecting their
economy.



 


		d.	Negatively affects the general interest.



 


Notice of Early Termination of the
APP Agreement for General Interest Reasons.


 


In this context and given that it is the
obligation of CEA to plan and coordinate the pertinent actions so that the population has sufficient hydraulic infrastructure
through sustainable solutions, as established in article 1 of the Decree amending the Executive Decree creating the Decentralized
Organism known as the State Water Commission, through which the State Water Service Commission is administratively and operationally
incorporated into the State Water Commission20 and which must promote, at all
times, its healthy development, a task that is made difficult by the financial unfeasibility of the APP Agreement, due to the
complex situation described in this document; Therefore, pursuant to the terms of Articles 111 and 112 of the APP Law, 12321
of the Regulations to the APP Law, as well as the provisions of Clauses First22,
Third23, Fourth24, Fifth25,
Thirtieth section V, number 126, Thirty Third27
and Thirty Eighth28 of the APP Agreement, the company AGUAS DE ROSARITO
S.A.P.I de C.V. is hereby notified, in its capacity as Developer under the APP Agreement, of the early termination
of the APP Agreement for causes of general interest as of this date, and therefore said agreement ceases to have effects immediately.


 





 



20 Decree amending the Executive
Decree creating the Decentralized Organism known as the State Water Commission by means of which the State Water Service Commission
is administratively and Operationally integrated to the State Water Commission published in the Official Gazette of the State
on January 27th, 2006, article First. Articles 1, 2, 4 and 12 of the Decree creating the State Water Commission of
Baja California are amended to readas follows:


Article 1.- The decentralized public body
with its own legal personality and assets is created, called the State Water Commission of Baja California, which purpose will
be to plan and coordinate the pertinent actions for the population to have sufficient hydraulic infrastructure, as well as to appoint,
organize, and execute the water in block policy in the state, thus satisfying the demand for water services through sustainable
solutions.


21 Cfr. Note 3.


22 Clause First of the Public-Private
Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Subject Matter of the Agreement, contained in Clause
Fifth of the Amendment Agreement to the Public-Private Partnership Agreement, dated June 1st, 2018, pp. 13-15.


23 Clause Third of the Public-Private
Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Description of the Works of the Agreement, pp. 28-29.


24 Clause Fourth of the Public-Private
Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Times for the Execution of the Agreement, pp. 29-33.


25 Clause Fifth of the Public-Private
Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Realization of the Project and Financing of the Agreement,
pp. 33-35.


26 Clause Thirtieth, Section
V, Number 1 of the Public-Private Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Early Termination
of the APP, Early Termination for reasons of general interest, pp. 71-72.


27 Clause Thirty Third of
the Public-Private Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Early Termination for reasons of
general interest or Justified Causes, pp. 81.


28 Clause Thirty Eighth of
the Public-Private Partnership Agreement identified with number C-SIDUE-CEA-APP-2015-002 named Notices, pp. 86-87. 






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	[Seal that says	AGENCY: STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION: GENERAL DIRECTION
	 	 
	 	OFFICIAL COMMUNICATION: DG/122/2020

 


    

 


Requirement to the Developer:


 


In terms of the provisions of Clause Thirtieth,
section V, number 1, items a), b) and c)29 respectively, the Developer is requested
to, within the terms mentioned below:


 


		a.	Begin the inventory of the assets that are currently comprise the Works of the Project referred
to in paragraphs a) and b) of number 1 of Section V of Clause Thirtieth of the APP Agreement and proceed to its delivery to CEA
within 90 (ninety) business days as from the date of delivery of this notice;



 


		b.	For purposes of that mentioned in the immediately preceding paragraph, Mr. Juan Carlos Sandoval
has been appointed as representative of CEA.



 


		c.	Submit to CEA the corresponding evidence, with the purpose of acknowledging and paying the non-recoverable
expenses and those pending amortization made by the Developer in the Project.



 


		d.	The reimbursement will be calculated in accordance with the APP Agreement.



 


For purposes of carrying out the delivery
of this notice in terms of the provisions of Clause Thirty Eighth of the APP Agreement30,
I hereby inform you that this notice will be delivered to you by Mr. Alejandro Aguilera Martinez, in his capacity as legal representative
of this State Water Commission of Baja California.


 


Without further ado, saying goodbye to
You.


 


SINCERELY,


 


[Illegible signature]


 


MR. LUIS GRANADOS PACHECO


GENERAL DIRECTOR AND LEGAL REPRESENTATIVE


OF THE STATE WATER COMMISSION OF BAJA
CALIFORNIA


AS CONTRACTOR OF THE APP AGREEMENT.


 


 


[Illegible signature]


 


MR. RIGOBERTO LABORIN VALDEZ


GENERAL DIRECTOR OF THE STATE COMMISSION
OF PUBLIC UTILITIES OF TIJUANA.


 





 



29 Cfr. Note 13.


30 Cfr. Note 5.



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	[Seal that says	AGENCY: STATE WATER COMMISSION OF BAJA CALIFORNIA.
	CEA – Comisión 	 
	Estatal del Agua]	SECTION: GENERAL DIRECTION
	 	 
	 	OFFICIAL COMMUNICATION: DG/122/2020

 


    




 


		c.c.	Members of the State Committee for Public-Private Partnership
Projects. Present



General Minister of the Government of Baja
California.- Present.


Minister of Finance of the State of Baja
California.- Present


Minister of Infrastructure,
Urban Development and Territorial Reorganization of the State of Baja California.- Present


Minister of Water of the State of Baja
California. Present.


Minister of Honesty and Public Function.
Present.


H. Board of Directors of CEA.- Present.


Mr. Juan Carlos Saldoval in
his capacity as representative of the State Water Commission of Baja California in terms of this official communication- present


Project Supervision.- Present.


Project Logbook.- Archive




 






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