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Exhibit C Thomas J. Carmichael, P.E. Professional Engineer Los Angeles, CA. 90046 March 25, 2013 Dear Mr. Allbritten, I am writing in response to the question you posed to me asking if I had ever come across an instance where a road was considered a structure. First, let me give you a bit of my background. I hold a BS in Civil Engineering from St. Louis University (1971), an MS in Engineering from The University of Texas at Austin (1981), and an MBA from the Anderson School at UCLA (1994). I am a Professional Engineer and am currently registered in the States of California, Texas, and Missouri. I have practiced civil engineering, concentrating in areas of transportation and project management, for over 42 years. I am a Life member of the American Society of Civil Engineers, and a Fellow in the Institute of Transportation Engineers. I have worked on numerous transportation projects, including municipal and county arterials, interstate freeways, and transit. In my experience in transportation projects, a road may be"on grade" (on the surface of the ground, elevated on "fill", or depressed in "cut"), "below grade" in structure (in a tunnel), or "above grade" in structure (on a bridge). The design of the pavement(or wearing surface in the case of a road on a structure) is sometimes referred to as "pavement structure" but this is only a method of referring to the various layers of materials that make up the pavement from the subbase up through the surface or wearing course. This is true whether the pavement is flexible (asphalt) or rigid (concrete). Even in the case of a road being in or on a structure, the road itself is not a structure but rather is a flexible or rigid wearing surface on a structure. A road might have structures associated with it such as a retaining wall or a culvert or a manhole, but these are there for other purposes (a retaining wall to reduce the amount of cut or fill and to limit the distance from the roadway to where a cut or fill slope would normally meet existing ground, a culvert to pass a stream or waterway beneath the road surface, a manhole to access a utility, etc.). None of these are the road itself. In summary I have never come across an instance where a road Is considered a structure. Yours truly, /// Thomas J. Carmichael, P.E.