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Sheila: Please send an email to Ted Murphy and Bill Bradford requesting agreements with Deutsche Bank Securities.
Which Enron company(ies) are you requesting these agreements for?
Stephanie Panus will be handling this broker.
Thanks.
Sara
| Deutsche Bank Securities |
Tiffany: Per my voice mail, please insert the following language into the confirms you are preparing for the Citibank transactions: FOR THE CITIBANK/GARDEN STATE CONFIRMS: Optional Termination: Either party may, upon sixty (60) days written notice to the other party, terminate this Transaction by designating to such other party the termination date for this Transaction.
In the event a party exercises its right of optional termination hereunder, the provisions of Section 6(e)(ii)(2)(B) shall apply to this Transaction for purposes of establishing a settlement amount.
FOR THE CITIBANK/ENA CONFIRMS: Optional Termination: Either party may, upon sixty (60) days written notice to the other party, terminate this Transaction by designating to such other party the termination date for this Transaction.
In the event a party exercises its right of optional termination hereunder, the provisions of Section 6(e)(ii)(2)(B) shall apply to this Transaction for purposes of establishing a settlement amount.
The foregoing provision for optional termination of this Transaction shall not be cause for Early Termination under the Agreement, and provides for termination of only this Transaction.
Tanya and Rodney: attached is the side letter
| Confirmation Language for Citibank confirmations |
Mark: I know you'll eventually get to this message in the near future.
Based on the VOLUME of activity, I would like to have a printer in my office if at all possible.
Thanks.
Sara
| need for printer |
Attached is a redraft of your letter.
RMT knows nothing about the execution or termination of any collar between Elektro and WestLB (since RMT was not a party to that transaction).
Also, we have been unable to internally trace the source of the $387,250.00 received by RMT.
We are trying to trace this through Chase and expect an answer on Thursday (if we're lucky).
Otherwise, call me about the letter.
Sara
| interest rate collar |
Melissa: It looks like we'll need GTC's for a yet to be named FP&L counterparty to do this daily call option (spread).
Credit (Ed Sacks) knows about this deal.
You may want to think about the format.
Have we done this before?
Did you work on the Moosehead (Merrill Lynch) deal?
Sara
| Draft term sheet for oil-power spread option pruchase from FPL |
Scott: I just wanted to let you know that I am working on a number of quarter-end deals and haven't heard from anyone today about the ESA swap for Raptor 2.
I WILL NOT BE IN THE OFFICE ON FRIDAY, SEPTEMBER 29.
However, I will identify a lawyer to assist on this transaction should the need arise.
I'll be back in the office on Monday.
Sara
| my schedule |
Paul: per my voice mail, please let me know if you or Rod will handle.
The FX traders are hollering (on both sides of the Atlantic).
I'd like to chat on Monday, October 2.
Thanks.
Sara
| ISDA Master Agreement bet. Morgan Guaranty and Enron North America |
John: I spoke with Kevin Meredith this morning.
1) Trade Date was 9/11.
EOL system generated confirm 9/12.
All fax attempts failed until 9/26 when fax went through.
2) EOL daily volume excessively heavy (approx.
1400 confirms per day).
Duke volume extremely heavy as well.
All Duke faxing unsuccessful.
3) Duke called Kevin and said "haven't received any confirms since 9/14."
Kevin hand faxes all confirms since 9/14.
Duke makes no mention of confirms prior to 9/14.
Confirm desk runs a "fax failed" report on 9/25 and picks up the missing confirm.
4) When Duke receives EOL 415670, John Miller (who seems to be the TRADING SUPERVISOR) calls Kevin (who signed confirm as agent) several times.
Miller says that he has spoken with the traders and no one did this deal.
However, this deal shows up on the "back office user."
Let me know if you need anything further.
Kevin's number is 39555.
Sara
| EOL Duke Deal - commercial resolution FOLLOWUP |
I spoke with Mark and (after checking one point in the a.m. on jury duty) he thinks that the week of August 16 is preferable for the visit.
I will verify this first thing in the morning.
SS
| Brazil trip |
Just a reminder that I will not be in the office on Friday, September 29.
Brent Hendry (ext.
37124) will be available to handle any crises.
I'll be back in the office on Monday.
Sara
| Out of the Office, Friday, September 29 |
Just a reminder that I will not be in the office on Friday, September 29.
Mary Cook (ext.
57732) will be able to handle any crises.
I'll be back in the office on Monday.
Sara
| Out of the office Friday, September 29, 2000 |
Don't know if I have the name spelled correctly but I received a call requesting an ISDA Master (for Pushkar Shahi) for trading rate/currency.
Thanks.
Sara
| Bank Brussels Lambert (acquired by ING) |
Deb: I had a great time seeing you.
Hope you've recovered from the weekend and that Jennifer got back to school alright and Zachary is ready for another week.
How's the house?
Maybe you've seen this message before.
Love, Sas
| (no subject) |
Aaron: You never told me who in London negotiated the EnronCredit.com Ltd. agreement with Morgan!
I can try to work off of that ISDA.
Thanks.
Sara
| Morgan Stanley Capital Servides |
I spoke with Kim and she would like for Tim to explain the rationale.
He is traveling today.
She thinks this provision "will not hurt" to have in the agreement since Harvard does not want to change its form!
Also, why don't we say what type of entity Harvard is?
I think it are created by Mass.
state law.
How does it go bankrupt?
| Financial Institution Rep. |
Steve: Just thought I'd follow up since our conversation of 9/13 to see if you have had an opportunity to redraft the ISDA Schedule and CSA, and, whether you have reviewed the guaranty which Tana Jones delivered to you shortly thereafter.
Please feel free to give me a call at 713-853-5620.
I will be on vacation from Oct. 6 - Oct. 13.
I look forward to hearing from you.
Sara
| Deutsche Bank AG master agreement |
Just a reminder that I will be on vacation next week.
I am thanking everyone in advance for your help on projects I may have been handling (or should have been handling!).
Kaye will have phone numbers to reach me, if necessary.
Sara
| week of October 9 - 13 |
Tanya: I just returned from vacation.
What happened with SITA?
Did we execute a transaction (in the name of ECTRIC) on a Deemed ISDA (with or without credit?).
I didn't see an entry in Lotus Notes.
Sara
| SITA |
Bill: The Enron Corp. board passed a resolution last week authorizing equity transactions on ENE stock.
Clint and Jeff are anxious to proceed with the negotiation of ISDA Master Agreements with the parties we have been discussing.
Please send credit to me for preparation of documentation.
As always, please let me know if you have any questions.
Thanks.
Sara
| Enron Corp. ISDA Master Agreements |
Jordan: Congratulations on your promotion!
I am forwarding to ;you one of the Raptor 2 hedges which was to be finalized earlier this month.
My most recent draft was dated October 5 and I never received comments until this morning (from Ryan Siurek) which prompted the revisions attached.
Ryan is also expecting comments from Rodney Faldon.
I don't know if you have been updated on the various Raptor swaps which have been created over the past few months.
The attached is to hedge ESA assets.
I'd be glad to give you a brief overview, as would Ryan.
Thanks.
Sara
| Raptor 2 hedge |
John: The Duke issue has arisen once again in connection with the settlements group.
Did you ever resolve the issue?
Apparently, two (2) identical trades were executed online on 9/11/00, one at 1:14 pm and the second at 1:28 pm.
Duke agrees wtih the first trade but not the second.
Please bring me up to date.
Thanks.
Sara
| EOL Duke Deal - commercial resolution FOLLOWUP |
FYI - I spoke with Thomas Fay in NY about setting up Instinet in London.
I HAVE BOTH INSTINET FILES IN MY OFFICE.
Sam, I told Thomas that we do not need copies of any agreements.
You must have been looking for them while I was on vacation.
Remember, broker'futures agreements are in RED files to make them visible.
SS
| Instinet |
Clem: We have gone back and forth with Serge Martin who is negotiating for Florida P&L.
I think that you need to contact him and have a conversation.
If you prefer to give your negotiable comments to me, I'll be glad to move forward.
We are finished with the ISDA.
Thanks for your help.
Sara
| FPL - Enron ISDA Agreements & Attached Files |
Regarding Aneela's request for execution of an "Electronic Order Execution Agreement", please send your usual message to Ted Murphy, Bill Bradford, etc.
The agreement is drafted for execution by Enron Corp.
Please identify the Enron trading signatory(ies).
Thanks.
Sara
| JP Morgan Securities Inc. |
Sorry for the last minute (general unavailability of attendees), but I have arranged a meeting to discuss general issues on the paper & pulp desk at 2 pm in EB 38C2.
Dale Neuner, Tanya Rohauer, Rudi Zipter, Ted Murphy should be attending.
Please call me if you have any questions.
Sara
| Paper & pulp desk issues: booking, risk mgmt., etc. |
Brent: In order to track the proliferation of electronic trading agreements, licensing/software agreements and electronic platforms, we (Sam, Stephanie and me) have established a "process" which includes the following: 1. sending immediate email to Ted Murphy, legal and credit (Bradford) from the commercial group identifying the Enron party needing the agreement, and necessity for agreement 2. depending on the type of agreement, credit may or may not need to get involved.
3. the paralegals enter the agreement onto Lotus Notes so that we can track the process.
4. upon execution, a copy of the agreement is kept in a red file (near Sam's desk), a copy is sent to Ted Murphy, and the original is sent to global contracts.
To my knowledge, we have not established a procedure for tracking passwords (to the extent required/changed).
I understand that Jason is handling three ENA weather license agreements for you (Risk Management Solutions,Inc., Foresight Weather LLC and Air Worldwide Weather).
Jason has (or will have) access to Lotus Notes to enter his comments.
Thanks.
Sara
| Electronic Trading Agreements |
All: Attached are clean and redlined versions of the swap reflecting changes from tax.
Please forward docs to other persons who need to review.
Thanks.
Sara
| Raptor 2 swao - ESA assets |
I spoke with Steve Kessler this morning.
He told me that he agreed with Carol to net commodity transactions (which was actually more than he wanted to agree to!).
However, DB does not have the systems to net within other product groups.
Sara
| DeutscheBank ("DB") |
Jason: (1) You were going to verify whether or not arbitration (for the executing brokers) is mandatory.
Have you heard anything?
(2) Did you ever speak with Mark Elliott about ITG?
Are you still having problems connecting with him?
Sara
| SIA Form 151 - mandatory arbitration |
I received a call from John Powell reuqesting copies of the agreements for transacting on EOL (for the legal department).
He was asking about arbitration and other items.
He didn't specifically ask for GTC's so you may want to inquire.
Thanks.
Sara phone 281/378-1114 fax 281/378-1151
| EOL agreements for Louis Dreyfus Plastics Corp. |
A document entitled "Third Party Connection: Customer Profile" showed up in my inter-office mail.
What is this in relation to?
What company?
Who requested?
Why?
Thanks.
Sara
| Bear Stearns & Co. Inc. |
Jim: Pursuant to our recent conversation, I have attached below a DRAFT of ENA's standard (1) municipal ISDA Schedule and (2) Paragraph 13 to the ISDA Credit Support Annex.
These two documents are intended to supplement the boilerplate for the ISDA Master Agreement and the ISDA Credit Support Annex.
The forms are generic, that is, they have not been tailored for use by a specific municipal counterparty; they would necessarily be the subject of specific negotiations.
Energy New England's agency relationship with the various municipalities appears to cover physical trading.
Notwithstanding the agency agreement, the financial trading world requires much more specificity, including but not limited to, evidence of authority to execute a master financial agreement and transactions thereunder.
Additional information, including a legal opinion, is also required.
I assume from our prior conversation that you already have in your possession copies of the ISDA boilerplate.
Please advise otherwise.
You should feel free to contact Ed Sacks with questions regarding collateral support documentation.
As I mentioned, the attached Paragraph 13 has not been customized.
Please feel free to call if you have any questions.
Sara
| ISDA Master Agreement prepared by Enron North America Corp. ("ENA") |
Bill and Tanya: Clint would like to finalize Lehman and CSFB, in that order.
We are in the midst of transferrring a swap from Merrill to Lehman.
Thanks for your help.
Sara
| Enron Corp.'s "preferred" masters |
Hi, Thomas!
I know that you're in London and I was just checking to see if I was to have received something from your NY office for me to sign.
Please let me know.
Thanks.
Sara
| Enron North America Corp. |
Tanya: Based upon our earlier conversation, I will begin preparing masters for the following parties with (1) no CSA, (2) bilateral cross-default at US$100 million and (3) uncapped (or min US$100 million cap) guaranties for counterparties required to post guaranties.
The parties on Clint's list are: (1) Lehman Brothers Finance S.A. [have form of master and a form of guaranty from Lehman Brothers Holdings Inc.] - Stephanie Panus (2) Credit Suisse First Boston International [no form of master] (3) Deutsche Bank [have a form of master from ENA negotiations] (4) Bear Stearns International Limited [no form of master] - Samantha Boyd (5) Morgan Stanley Capital Services Inc. [may develop form from ENA negotiations] (6) Credit Agricole Indosuez Tanya: Please let me know if any of the foregoing require parent guaranties.
Clint: Please identify the lawyer to whom I should address comments.
Also, are there any others?
ENE has an agreement with Toronto Dominion, NY Branch.
Samantha: Please assign Credit Suisse and Deutsche Bank and let me know who is handling.
| Enron Corp. ISDA master agreements |
My notes reflect that we last spoke with CSFB on 9/15/00.
I do not have a revised confirm (much less a signed confirm) in my files.
Sara
| CSFB |
Ellen: per our earlier conversation, I have faxed comments to both companies, to the attention of their "negotiators" with whom I spoke earlier this morning.
I will call in the morning to discuss and I hope we can finalize and fax signature tomorrow.
Thanks.
Sara
| Merrill Lynch Govt. Securities etc. and UBS Warburg LLC repos |
All: I spoke with Kim this morning and although she is anxious to meet everyone, we decided that it would be more productive to try to schedule a luncheon meeting to discuss current issues related to the confirmation desk.
I understand that Joe Hunter, Melissa Murphy and David Dupre will be providing Kim with a list of "issues" and we have been invited to add to that list.
Please send me your list of any confirmation issues that you would like raised with Kim which I will cumulate and forward.
You may ignore the message below.
Thanks.
Sara
| Financial Confirmations Issues |
Steve: I don't believe that I have seen a revised forward confirmation since our conversations in mid-September.
I have only a "draft" confirmation dated May , 2000 which I marked and which served as the basis of further discussions.
Also, I thought that CSFB was going to send language addressing concerns raised by EITF Issue No.
00-19.
FYI, I have not received comments from Mike Enerson.
Is someone in your shop preparing a revised confirmation?
Thanks.
Sara
| CSFB Int'l/Enron Corp. forward confirmation |
Jason: Please let me know where we stand on this and what steps we are currently taking to finalize.
On a different matter, I spoke with Mike Neves on Friday afternoon and we concluded that getting you hooked up to Lotus Notes was becoming too complicated.
Please email your updates to me and I will enter onto Lotus Notes.
Thanks.
Sara
| ITG/Posit Europe |
Holly: We sent a draft ISDA to EWEB on 4/19/00 to the attention of Jim Origliosso.
We have never heard a word.
Please let me know what you need.
Sara
| EWEB |
I have two (2) tickets to the Friday, Nov. 3 performance of "A Midsummer Night's Dream" which I cannot attend.
Let me know if you're interested - they're free.
Sara
| Alley Theatre tickets |
Tanya: Bill was assigned to this master which we sent out in 1997.
Per my email yesterday, we need new credit and a new person assigned.
I think Rod will handle credit when we dupe the ENA master for EnronCredit.com.
Please let me know who will handle.
There are some issues that credit and legal can determine before we resend a first draft.
Thanks.
Sara
| First Union National Bank |
Andy: In the spirit of "full disclosure", I thought I would let you know what ENA has agreed to on the ISDA side with various Merrill entities.
ENA has ISDA's with Merrill Lynch International Bank (8/25/95), Merrill Lynch Capital Services Inc. (12/2/92) and Merrill Lynch International (8/25/95).
There is no arbitration provision in any of these agreements; there is merely silence as to jurisdiction (ENA began negotiating arbitration around 1997).
All of these agreements contain our standard limitation of liability language (in boldface) and all permit some type of assignment to an affiliate (in general, without negative tax impact or with sufficient credit support).
All of the agreements provide for setoff (including affiliates of non-defaulting parties) and all contain confidentiality provisions.
I would therefore propose the following changes to Annex I: change the margin deadline time to 10:00 a.m. (NY time) delete Par 9(b) - and you can send your additional no custody required language delete the arbitration provision in its entirety I hope that you can resond to the remaining issues tomorrow morning so that we can finalize docs by the afternoon.
Thanks for your assistance.
Sara
| Master Repurchase Agreement with Enron North America Corp. |
OK, this is hot off the press.
Tanya: our Performance Impairment language limited the collateral call to 1.1 times outstanding exposure.
The collateral was defined only as Letters of Credit and the issuing bank was at least A- S&P rated.
As to the Threshold, well, you can read the response.
Please let me know how you would like to proceed.
SS
| ISDA |
Visit their website at: www.vintageestate.com Monday, November 20, I have scheduled the following appointments: Beginning at 4 pm: Deb - facial, then massage Sara- massage, then facial Steve- massage, then !!!!!!!!!!!!
Villagio does not have reflexology.
I didn't know if Steve wanted a facial (but if he does, there is no one to do the facial at 5!)
Seriously, check their website for other services for Steve (and you).
I was only trying to time all of our services together, but that may not be entirely necessary.
I don't know what time dinner is on Monday but I'm assuming it is late enough to allow us to change clothes and shower (and wash hair if we feel like it).
The spa has lot's of availability earler in the day and on Sunday.
So we can make changes.
This is particularly important since all changes must be made within 24 hours of the service or it gets charged to my credit card.
And I really hate unnecessary charges.
On a slightly different note, I am compiling places I'd like to visit since we have no itinerary.
Then we can have a tribal meeting to vote.
Big Tiger Feather has changed his plans to stay until Tuesday so we'll have two cars.
Bye now!
Love, Sas (the future Miss America over FFFFFFFFFFFFF)
| Villagio Inn & Spa |
Paul: Please let me know if you can be available for a conference call with Jason on Friday to discuss Commerzbank and Morgan Stanley Cap Services.
Thanks.
Sara
| Friday conference call |
Paul was too nervous using the local firm of Tindall & Foster.
Kevin Zemp was recommended by our Calgary office.
Kevin refined the prior information and will "pre-clear" Paul with authorities for Paul's trip entering through Calgary around 8/24/99.
Do you have any comments to the new attachment?
SS
| Mr. Gregory Saverance |
It seems as though yesterday's email didn't reach anyone.
Attached is the redline.
With the exception of numbers (cap, price,etc) I think we are ready to speak with Merrill.
Sara
| Enron Corp. redline of Lehman 10/26/00 forward confirmation draft |
Bart: Sorry to get to you so late in the day.
I am attaching the FORM of the Catalytica swap and option.
I do not have executed copies.
Sara
| Raptor confirms |
Pat: I am a financial trading attorney with Enron North America Corp. ("ENA") in the Houston office.
Christian Yoder gave me your name and suggested that we speak regarding the EWEB transaction.
I will be negotiating the ISDA Master Agreement with EWEB, probably with Jmi Deason directly.
ENA requires that governmentals provide specific evidence of authority to enter into derivative instruments (including certified resolutions specifically authorizing execution of the master agreement and all transactions thereunder, legal opinion and additional reps/warranties).
I was curious as to the specific documentation you had reviewed from EWEB.
It sounded from your email which Christian forwarded to me, that you were reviewing evidence of authority to enter into physical transactions.
I would like to speak with you directly, if possible.
I am in a Central time zone and my direct line is (713) 853-5620.
I look forward to speaking with you.
Thanks.
Sara
| EWEB |
Russell: I spoke briefly with Paul about your long-dated commodity deal and have a few comments.
(1) Have you spoken with anyone on the confirmation desk about preparing a draft confirm?
Joe Hunter (X33316) is a good start.
(2) Paul advises that you will be transacting pursuant to the existing ISDA Master Agreement between ENA and CSFB Int'l (name change from Credit Suisse Financial Products).
In that regard, you should be sure to add the following items to the confirmation and discuss with your counterparty: (a) ENA should be the Calculation Agent for purposes of this transaction.
(b) You should provide for "Payments on Early Termination" as: "For the purpose of Section 6(e) of the ISDA Master Agreement, (i) Loss will apply, and (ii) the Second Method will apply."
Also, you should obtain evidence of the name change (usually a certificate of name change).
Let me know if you have any questions.
Thanks.
Sara
| CSFB International deal |
OK, you guys, I'm trying my best.
All appointments on Monday, November 20 have been moved to 3 P.M. Deb: facial, then massage Steve: 80 minute wellness massage Steve: the spa didn't have anyone to do a facial after 2 pm so I thought you'd like a longer massage.
There are facial appointments available Sunday morning and afternoon.
You may want to check the website and change the service.
You can have my facial appointment if you like (it's at 4 P.M.) and I'll take yours.
Let me know if you'd like for me to make changes.
Otherwise, see you in wineland.
Sara
| spa services |
Hey, guys: I'm negotiating a rush ISDA for ECTRIC under the law of England and Wales.
I believe that Michael drafted originally.
(1) submission to English courts and waiver of all objections (2) setoff for all events (excluding affiliates) except for Tax Event or Tax Event Upon Merger Are the foregoing acceptable for ECTRIC?
Your immediate response is appreciated as Michael Moulton wants to book deal Tuesday, Nov. 7.
Thanks.
Sara
| SITA (French company) |
Good morning!
Thanks for your help yesterday.
Would you please CALL A&K and make sure that they add Angela Davis to the distribution?
Thanks.
Sara
| Enron/Project Tahiti |
Holly: I'll try to get something to EWEB today.
Also, we don't prepare deemed ISDA's for muni's so I have to create a form.
Sara
| EWEB |
Angela: Will you be available?
I was hoping that you can handle these deals with swap group assistance.
Please feel free to call upon me at any time.
Thanks.
Sara
| Hawaii 125-0 Conference Call |
Finalizing flight plans here.
Will you be flying to B.A.
with us from Sao Paulo?
If so, will you arrange for transportation from the airport?
My assistant Kaye should have our flight info and can coordinate with you.
Thanks.
| Brazil trip |
All: At Clint's request, please find below the form of assignment for execution among Enron North America Corp., Merrill Lynch Pierce Fenner & Smith and Lehman Brothers Finance S.A..
I will have to fax the term sheet to you as I can't find it in my email.
Sara
| Assignement Agreement Draft |
Stephanie: I have put you in charge of this CP (formerly S. Flynn).
We are going to have to amend the Coll.
Threshold.
I need to speak with Russell and will give you details.
Thanks.
Sara
| Cargill, Incorporated |
Marcus: Can you please let me know what you need.
Who is handling credit?
tax?
accounting?
Who is booking the confirmations?
Have the confirms been drafted or negotiated?
Any changes?
How many transactions?
Sara
| TD crude prepay |
Leslie: Per our conversation, you mentioned that you had comments to the form of assignment to be executed by you, Lehman and Enron North America Corp.. Would you please provide me with your comments so that I can forward the same to Lehman?
I know that the Merrill name needs to be corrected.
Thanks.
Sara
| Assignment Agreement from Merrill Lynch International to Lehman Brothers Finance S.A. |
Gareth: Per your voice mail.
Marcus thought this was closing next week.
I will be out on Monday and Tuesday and will have to find a backup.
Let me know if you have further info.
Thanks.
Sara
| TD crude prepay |
Sharon & Susan: We will send blackline shortly.
With respect to your fax of 11/10/00, please note the following: 1. continuing guaranty is fine 2.
Rider A will require further discussion and is not acceptable 3.
30 days is too long and not justifiable but we are agreeable to extend time to 10 Business Days 4.
Replacement credit support is not acceptable If you still wish to pursue unacceptable items, please advise and I will try to arrange a call for you and the Enron Corp. lawyer, Clement Abrams, who is currently out of town.
He returns tomorrow.
Thanks.
Sara
| Enron Corp. guaranty in favor of SITA |
Treasa: Your diagram identifies "Toronto-Dominion Bank, Toronto".
Are we using the 12/18/98 ISDA agreement as a model for a new master ISDA agreement?
Did the bank change its name?
I'll wait for the term sheet and the draft TD confirms which you mentioned in your email.
Sara
| Toronto Dominion (Texas), Inc. (EXISTING ISDA MASTER AGREEMENT) |
Brent: I wanted to inquire about SMUD.
After the legal/credit meeting, it sounded as though special deal language was going into the Schedule as opposed to the confirm for the Transaction.
Thanks.
Sara
| SMUD |
I was looking forward to seeing you tomorrow and hope that we can arrange something soon.
I'm not sure about my plans during the Thanksgiving holiday but I think I'll be spending most of it in Houston.
I am taking a long weekend (this weekend) in Napa with my sister, brother-in-law and Mike to celebrate my birthday so I'm anticipating somewhat of an eating exttavaganza.
Talk to you soon.
Sara
| Sorry about lunch! |
All: PLEASE NOTE THE FOLLOWING BASED UPON MY UNDERSTANDING OF THE PARTIES TO THIS PREPAY (1) The Toronto Dominion (Texas) master agreement with ECT is a restricted master.
It was negotiated for a prepay several years ago and is not necessarily market (or ENA) standard.
It should be reviewed immediately by legal and credit.
(2) The Morgan Stanley Capital Group master agreement is very old.
IT IS NOT AN ISDA .
It is a 1992 Master Energy Price Swap Agreement (limited to simple transactions and commodities).
The terminology is not even ISDA terminology.
This master has been on the credit/legal radar screen for upgrading to an ISDA.
Rod: You need to take a look at the Toronto Dominion (Texas) master agreement now and we should discuss.
Treasa: Will there be a rate swap?
Under which master(s)?
| Prepay |
ENA and ECTRIC have masters with this counterparty.
I NEED THESE WITH RESPECT TO THE PREPAY ORIGINATING FROM LONDON WHICH CLOSES TOMORROW.
These are both missing from the files.
Does anyone have these?
Please contact me ASAP!
Thanks.
Sara
| Morgan Stanley Capital Group Inc. IMPORTANT AND URGENT |
Just to update you: 1.
I think that our travel plans are fairly well set and I know that Kaye has spoken with you on several items.
2.
Mark wanted to be sure that in Sao Paulo, meetings were being scheduled with outside counsel (which I believe Andrea is handling), with Randy Young (can you attend to that please?)
and ESA necessary commercials (Andrea handling?).
3.
Mark wanted to make certain that we got on Don Black's calendar while in B.A.
Could you look into that as well?
For my own edification, who are Luiz Maurer and Orlando Gonzalez?
Please let me know if there is anything elso you need form me.
I'll bring you up to date on Hickerson shortly.
Thanks, Sara
| Brazil trip |
Kaye: I need for you to redline the first attached doc.
I have the markup in my office.
I need to email it tonight.
Thanks.
Sara
| london prepay |
Matt Dawson in London was inquiring about this agreement.
He'll want to know when we are finished because he has a London paper trader nagging him.
SS
| SITA |
I am finalizing the negotiation of the ISDA Master Agreement with SITA.
You will recall that this is an ECTRIC; master NOT ENA.
SITA has (1) requested evidence of EEFT's ability to sign for ECTRIC and (2) confirmation that "EEFT is signing on the basis of their authority under the investment services directive".
Would you please provide directly to SITA's lawyers as follows: Susan Hopkinson and Sharon Lewis at Lovells in Paris: susan.hopkinson@lovells.com
| SITA master agreement with ECTRIC |
Richard: I don't know if you were copied separately on this message.
Can you send a letter after Thanksgiving?
The first payment should come due the first week in December.
Thanks.
Sara
| Oct 20 conversation with Bob Lampo of Salerno |
Tanya: SITA now insists on having the Termination Currency and the Contractual Currency, except as otherwise agreed in any Transaction/Confirmation, as the Euro.
They will not agree to USD.
[By the way, SITA's lawyers had already agreed to USD] Effectively, if we agree to this, the trader will need to confirm each deal in USD (Contractual Currency) but if we early terminate, the currency will be Euro's (Termination Currency).
What do you want to do?
Other than the Enron Corp. guaranty, we are finished.
Sara
| SITA |
Treasa: Bob Bruce told me that there was no "swap" activity on the prepay during my absence.
Houston is closed down until Monday, Nov. 27 for the Thanksgiving holiday.
Normally, I would ask Joe Hunter on the confirm desk to take a look at the confirms.
I marked up the TD confirm to reflect my comments and provide an attached "schedule" of volumes since I thought it would be easier for you to match calc periods, volumes and rate payment dates.
Such a format has worked well in other prepaid structures.
| prepay |
Richard: It was good to meet you this afternoon.
Attached is my Q&A for the traders regarding the U.S. concept of "Eligible Swap Participant".
Let me know if I can be of further help.
Also, I asked Tana Jones to send you the link for our Financial Trading Lotus Notes database.
Sara
| EnronCredit.com |
Tanya: This year is no different from any other year and we are always asked to review the swap component of the Global Finance structured deals.
We are also seeing lots of prepays.
Who is the credit person to be apprised of these transactions?
Should we immediately involve you and Bill?
At the moment, Mary Cook, Angela Davis (legal finance group) and I are juggling the deals.
Please let me know and I'll alert the swap group.
Thanks.
Sara
| Global Finance Deals: year-end, quarter-end, year round |
Did you have your questions answered?
I have a voice mail from Philip Levy and need to respond.
Please give me a call after Thanksgiving.
Thanks.
| APEA |
Diana: I negotiated the Enron North America Corp. ISDA Master Agreement with the "President and Fellows of Harvard University" (together with John Suttle).
Harvard is interested in metals trading.
What is the entity trading metals (financial)?
Will you evaluate the credit?
Please let me know.
Thanks.
Sara
| metals trading |
Susan: CSFB had a name change earlier this year.
Can you please see that the blue file is changed?
Also, please let the other paralegals know what to do in an instance such as this.
Thanks.
sara
| Credit Suisse Financial Products ("CSFB") |
I located a confidentiality agreement dated Dec. 16, 1998 with Terry B. Wilcock re: proposed intro of ECT to certain Indian tribes, the doc signed by Tom Gros.
Please call me in the morning and we can discuss.
SS
| Terry B. Wilcock |
Mark: Credit has asked us to pursue trading arrangements on behalf of Enovate.
At least for the short term, Mark Haedicke told Kay Mann that ENA legal should handle Enovate legal work.
That work currently consists of establishing documentation for financial trading with third parties.
It is not clear what lawyers (ENA or Peoples) will draft/negotiate ISDA masters nor have any forms been agreed (but Peoples' lawyers have seen our forms and I have seen their forms which are poorly drafted).
Bill Bradford will have the final word on Enovate credit.
Credit has asked us to track Enovate masters on our Lotus Notes database.
Do you need to follow up with Mark about us negotiating Enovate's master agreements?
Or should we just handle as any other project?
Sara
| "Enovate" - 50/50 joint venture between ENA sub and Peoples Energy Corp. sub |
Please let me know who handles this one.
Our power trader is Joe Wagner (X33143) and the draft should be emailed to John Porter: japorter@tva.gov Joe would like an update.
John Porter will direct to a TVA lawyer.
Thanks.
Sara
| Tennessee Valley Authority - ISDA Credit Worksheet |
Dennis: Attached are two "templates" for power trades confirmed under an executed ISDA Master Agreement, one is for a swap and the other for an option (cap or floor).
Ignore the symbols and elections which are only to feed deal terms into our confirmation system.
The specific terms of each trade (dates, notional quantities, price indexes and pricing, etc.)
would be inserted into the format.
I hope this helps.
Sara
| ISDA confirmation template for a power transaction |
Laurel: Jason is ready to send comments on this agreement requested by John Greene.
Can you please provide Jason with the name, address, fax number of the party with whom we should be communicating in order to negotiate this agreement.
If you need to speak with Jason, you can call him at (713) 220-4124.
Thanks.
Sara
| Investment Technology Group Limited |
Clem: After our legal credit meeting yesterday, we noted that the following guaranties have not yet been executed: Mieco Inc. Cinergy Marketing & Trading, LLC The Wiser Oil Company Would you please let me know when these will be executed?
Thanks.
Sara
| Outstanding Guaranties |
Chris: We need to discuss the alternative to SP-15.
Please see the redline where I have incorporated a "Fallback Reference Price".
However, the definition is still vague.
SS
| Southern California Water Company |
Larry: According to Steve Kessler (the DB lawyer in New York who is negotiating the ENA ISDA Master), London e-commerce issues are normally handled ty the London lawyer (Conrad Libischer at 44-20-754-52705).
If NY trader is also involved, then DB must decide on one lawyer to handle password application, etc.
The ENA ISDA Master must first be approved by Frankfurt.
I don't know how long this takes.
You may want to let the DB trader start the EOL process.
Thanks.
Sara
| Deutsche Bank ("DB") |
ED: (1) The Alcoa lawyer wants to adopt the terms of the ENA/Alcoa Inc. master for purposes of the December deal.
(2) EWEB has requested the following provision: DEFAULT RATE shall mean the lesser of (a) the per annum rate of interest equal to the prime lending rate as may from time to time be published in "the Wall Street Journal" under "Money Rates" on such day (or if not published on such day the most recent preceding day on which published), plus two percent (2%) but not to exceed in total fourteen percent (14%) annually, and (b) the maximum rate permitted by applicable law.
Please let me hear from you.
Sara
| Alcoa and EWEB |
Bob: Attached is a draft "forward template" for circulation by Enron Corp. to potential counterparties.
I based the template on the Lehman Bros. forward transaction (which I will fax to you separately).
Per our discussion, please take a look at the template from Enron's viewpoint and suggest improvements, comments, etc.
Enron Corp. has a potential counterparty in the wings and I would like to send out the template tomorrowl Please call me with your questions.
As always, thanks for your help.
Sara
| Enron Corp. "forward template" |
Jim: I was hoping that we could speak sometime today as I will be out of the office Dec. 7 and 8.
I would like to discuss your comments the Schedule and receive your blackline to the Credit Support Annex.
I am available all day except between the hours of 10 am - 2 pm (Houston time).
I look forward to hearing from you.
Regards.
Sara
| EWEB ISDA Master Agreement/Confirmation |
Mark: I am about to finalize comments to the SITA Master ISDA Agreement on behalf of ECTRIC.
I need your able assistance with respect to the following: (1) SITA has not passed a board resolution authorizing execution of the Agreement.
Instead, SITA proposes a certificate stating that its President Directeur General or Directeur General have, pursuant to the Articles of Association, full power and authority to execute the Agreement or to grant a power of attorney to do so.
(2) SITA has requested evidence of EEFT's authority to sign on behalf of ECTRIC.
I have sent a copy of the power of attorney to the lawyer and will ask that she direct any questions to you if I am not reachable.
SITA's attorney is Susan Hopkinson at Lovells in Paris.
Her phone is 33153 674747 and fax is 33147 239612 and email is susan.hopkinson@lovells.com.
I will be out of the office Dec. 7 & 8.
Stephanie Panus if assisting with the file.
I look forward to hearing from you.
Regards.
Sara
| SITA |
Susan: A few items to follow up with: (1) I understand that you are finalizing the Enron Corp. guaranty with Clement Abrams.
Please let me know when all is agreed and I will arrange with Clem for an executed guaranty.
(2) Stephanie Panus will fax to you the power of attorney for EEFT to act for ECTRIC.
The acronyms will be obvious in the fax.
(3) Euros are fine for Termination and Contractual Currency.
(4) I am considering your proposed certificate in lieu of a board resolution and checking your tax rep.
I will be out of the office Dec. 7 & 8.
You can contact Stephanie Panus in my absence.
Regards.
Sara
| SITA Master Agreement |
Lisa Palmer and I had a conference call with the Xerox lawyer and commercial person.
The main issues are the following: No CSA (claim to have over 40 ISDA Masters none of which contain CSA's!
and not set up to handle collateral) Rating downgrade is a Termination Event.
(Maybe they'll agree to our posting L/C's MUST have cross-acceleration (POLICY).
Guess what else?
NO NETTING (can't handle netting internally) Otherwise, Xerox is cool.
| Xerox Corporation |
FYI - I faxed latest CSA and correspondence to you for our conference call tomorrow.
SS P.S.
Do you know what the problems are?
I haven't heard a word.
| Tiger |
All: Enron's treasury group is reviewing some of the extremely high volume master swap agreements to see if rehypothecation of collateral is an alternative.
The Bank of America ("BofA") agreement is an ISDA but the credit annex is our old format.
BofA has agreed with Bill Bradford to replace the existing Annex A (Collateral and Exposure Provisions) with the ISDA Credit Support Annex and Paragraph 13.
Soma Ghosh is spearheading this effort and she may contact one of you to assist in this effort.
I told Soma that credit would need to provide a credit worksheeet.
Thanks.
Sara
| Bank of America - ISDA Credit Support Annex |
John: I just received the Instinet amendment to place additional access at Enron House.
The "Equipment" is described as follows: 2 Additional Instinet Access ID (GYO5, GYO6-OMS) - London, England Please verify that this is what you need.
I can have this signed immediately.
Sara
| Instinet |
Justin: I am told by Theresa Brogan that Enron Networks requires an account with one of the prime brokers frequently used by ENA and other Enron Corp. subsidiaries and that you are handling this particular agreement.
ENA has negotiated multiple accounts with Morgan Stanley & Co. Inc. and Morgan Stanley & Co. International Limited (collectively, "Morgan").
We have an agreed form of Customer Agreement with Morgan which has been easy to duplicate for additional affiliates of ENA.
Also, we screen all agreements through credit and risk control (since our resolutions for opening brokerage accounts require dual signatures from both the Enron affiliate and risk control).
I don't know what your procedure is in London but let me know if we can be of any assistance.
Theresa is holding the docs until I hear back from you.
Thanks.
Sara
| Enron Networks brokerage accounts |
Tana: Here's the background info.
Do you want to prepare the ISDA CSA?
We will also need an amendment to replace the old with the new.
I now need to reread Tanya's message.
Sara
| Bank of America Credit Support Annexe |
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