Bidders relying on the financial standing of a foreign guarantor and that are submitting bids for ComEd Products and/or Combinations must provide the Foreign Guarantor Upload via the online Part 2 Form. In addition to providing the Foreign Guarantor Upload, the Bidder must also submit scanned originals of the following documents by email to Illinois-RFP@nera.com:

• One (1) scanned original executed opinion of independent counsel qualified to practice law and render legal opinions in the foreign jurisdiction in which the Foreign Entity is formed or organized that: (a) under the law of the jurisdiction where the Foreign Entity is organized, the necessary steps have been taken to cause the Guaranty, when executed and delivered on behalf of the Foreign Entity, to become a valid and enforceable obligation of the Foreign Entity; (b) the Guaranty, when executed and delivered on behalf of the Foreign Entity, will be, to the extent that the law of the Foreign Entity’s jurisdiction of organization is applicable to the enforcement of the Foreign Entity’s obligations thereunder, a valid and enforceable obligation of that Foreign Entity, enforceable against it in accordance with its terms, subject to any enumerated customary exceptions under the law of such jurisdiction; and (c) under law of the jurisdiction where the Foreign Entity is organized, the choice of Illinois or New York law to govern the Guaranty is valid and enforceable against such Foreign Entity
• One scanned (1) original sworn certificate of the corporate secretary (or similar officer) of the Foreign Entity that the person executing the Guaranty on behalf of the Foreign Entity has the authority to execute the Guaranty and that the governing board of such Foreign Entity has approved the execution of the Guaranty.
• One scanned (1) original sworn certificate of the corporate secretary (or similar officer) of the Foreign Entity that the Foreign Entity has been authorized by its governing board to enter into agreements of the same type as the Guaranty.