Re: FW: Emailing: DSCF0012 (2), DSCF0052, MVC-001F, MVC-002F, MVC-003F, MVC-0...

We have been missing each other which is understandable given where you are.

Here is the nuts and bolts of the barge problem; I am sending a copy of this to Mr. Epstein to give him my perspective on the time constraints suggested in your recent notes to me on this issue concerning operating cost issues and the suggested involvement of Steve Rampino:

1.    The Barges we have been sourcing are highly desirable and just right for the job.

2.    The Barge in South Hampton is the only one we could find which has not been snapped up.

3.    The price will be $275,000 with commission; the budget is $350,000.

4.    It will cost $140,000 to bring the boat here on a boat barge which means that the total cost will exceed the budget.

5.    We have already tried unsuccessfully to purchase the boat FOB St. Thomas as requested by Mr. Epstein.

6.    The most recent communications with you have introduced the subject of involving Mr. Rampino and developing operating budgets.

7.    In the early stages of this effort I spent several weeks trying to get Steve Rampino to source boats and give me advice; he was unable to perform; because we needed someone to keep their eye on this and follow the issue, I raised the subject of Bosco and received approval to have him do the inspections.

8.    Mr. Rampino regards this as a threat to him; I have spent several fairly lengthy calls with him and one to Miles saying the we are trying to make this situation work by getting the barge here under our umbrella to address short run insurance, flagging and coast guard certification issues;

9.    Ultimately an operator will be needed for the barge; it makes sense to have Mr. Rampino run the operation with LSJ having a priority; this preserves his current business and should make everyone happy; Mr. Rampino has been told this repeatedly and I have told him that if he wants to make financial arrangements for the barge beyond the time of the needs at LSJ he should do so directly with Mr. Epstein; we have no desire whatsoever to get into the barging business.

10.These topics have been discussed on several occasions with Mr. Epstein and he did seem to be in agreement that: i) a barge should be purchased; ii) given Mr. Rampino’s spotty efforts, the most expeditious way to investigate and close the buy was to use Bosco; and iii) time was of the essence.

11. So where does that leave us?

a.    We can put together operating budgets for the barge, but this effort should not stand in the way of our dealing with the South Hampton Boat which needs to be purchased and transported very soon if we are to be able to use it at the beginning of next year.

b.    The boat barges leave as early as November 20 with destinations in the Caribbean which are in January; we may now have to accept a later arrival.

c.    Someone should go to South Hampton to do the inspection and the surveyor and boat barge should be lined up.

d.    The plan was to use Bosco for this purpose; he is very capable of determining condition and dealing with spares and repairs; we have another candidate as well.

e.    If you want Steve Rampino to fill this role now instead please let me know; the efforts of Bosco and our company are not inconsistent or hostile to his interests, but I do not think that he sees it that way which is why his name seems to have come back into the picture.

f.    If the cost analysis should involve Mr. Rampino that is fine with me, I just need to understand the purpose of the exercise: my guess is that he is on a track to give you a proposal to operate and maintain the barge; please confirm.

g.    The cost of transportation and the purchase price will exceed $350,000 ($275,000 + $140,000 for transportation) so we need approval from Mr. Epstein to pull the trigger.

h.    This aggregate cost, however, is about the same as the prices we have been seeing in the states exclusive of the cost of transporting them to here.

12. I want to do what is best for the project: my recommendation is that we try to get the barge in South Hampton and that we should get someone there immediately to do the necessary homework to prove that the transaction is feasible at this price and if it is, we figure out the quickest way to get it here.

-----Original Message-----
From: dkiesq@aol.com [mailto:dkiesq@aol.com]
Sent: Wednesday, November 08, 2006 9:23 AM
To: John Amerling
Subject: Re: FW: Emailing: DSCF0012 (2), DSCF0052, MVC-001F, MVC-002F, MVC-003F, MVC-0...

Call me on my cell -- 646 667 9681 -- I am in Disneyworld with my Family.

Sent from my BlackBerry® wireless handheld 

-----Original Message-----

From: "John Amerling" < jamerling@rrcaribbean.com >

Date: Wed, 8 Nov 2006 08:51:30

To:<dkiesq@aol.com>

Subject: RE: FW: Emailing: DSCF0012 (2), DSCF0052, MVC-001F, MVC-002F, MVC-003F, MVC-0...

When you get a moment this morning please call me. I am getting mixed

signals on what to do with the barge situation. Moreover, the question of

what to do with Mr. Rampino is a complicating factor which I should like to

talk about.

-----Original Message-----

From: dkiesq@aol.com [mailto:dkiesq@aol.com]

Sent: Wednesday, November 08, 2006 4:47 AM

To: John Amerling

Subject: Re: FW: Emailing: DSCF0012 (2), DSCF0052, MVC-001F, MVC-002F,

MVC-003F, MVC-0...

Complete discretionary subjective right to terminate at the end of

inspection period needed; not just for reasons related to defects in

condition and operationm

Conract must be for sale to your firm or its "designee", not "nominee".

Nominee implies that your firm would still be the principal which is not

necessarily true.

We should have the right to conduct sny survey or inspection we desire.

No waiver of class or trading confirmation/inspection at this point should

be in the contract.

Inspection/termination right should be for 30 days if possible, but

defintely longer than ten days.

How much will it cost to transport the vessel to USVI?  Remember ;JEE

authorized no more than 350000.  Rampino needs to be involved in the

inspection/feasibility/cost analysis.

Sent from my BlackBerry® wireless handheld 

-----Original Message-----

From: "John Amerling" < jamerling@rrcaribbean.com >

Date: Tue, 7 Nov 2006 13:58:35

To:<DKIESQ@aol.com>

Subject: RE: FW: Emailing: DSCF0012 (2), DSCF0052, MVC-001F, MVC-002F,

MVC-003F, MVC-0...

After discussions we came up with a deal which calls for no money changing

hands until after Buyers rep sees and inspects. That inspection will tell

you what the operating issues are relating to condition. We can do a spread

sheet now on operating costs. Let me know what you think of the enclosure

which is the product of several hands in the back and forths. I do not want

this to languish so I hope that you can look at this pretty quickly. Thanks

for your help.  

Will do today. Thanks.

----------------

From: DKIESQ@aol.com [mailto:DKIESQ@aol.com]

 Sent: Wednesday, November 01, 2006 5:01 PM

 To: jamerling@rrcaribbean.com

 Subject: Re: FW: Emailing: DSCF0012 (2), DSCF0052, MVC-001F, MVC-002F,

MVC-003F, MVC-0...

Non-Binding Letter of Intent only at this stage.  Need to have barge fully

evaluated in terms of present condition and on going maintenance and

replacement costs to determine value and cost of running it.  So right now,

will give a letter of intent subject to complete inspection and evaluation.

Darren K. Indyke

 Attorney-At-Law

  457 Madison Avenue

 4th Floor

  New York , New York 10022

 Tel: 212-750-1176

 Fax: 212-750-0381

 e-mail: dkiesq@aol.com: <mailto:dkiesq@aol.com>

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