31.4  Sharing a Re-financing Gain

(a)  Subject to paragraph (b), government will be entitled to a 50 per cent share of any Re-financing Gain where the projected Equity Return at the time of the Re-financing (taking into account any Re-financing) is above that reflected in the Base Case Financial Model at Financial Close.

(b)  Government may consider seeking a higher share of the Re-financing Gain depending upon the nature of the project and the market conditions.