input stringlengths 93 39k | output stringlengths 1 117 |
|---|---|
Michelle - Is this ok with you?
Please let Sarah, Ryan or Terrie know.
We're ready to print this and include in the WARN Notification Package for each employee.
Terrie Sarah A. Davis Director of Resource Mgmt & Employee Relations 713/853-5328 Fax 713/646-8498 sarah.a.davis@enron.com
| Instructions for Exit Interview |
Michelle: I am currently leading the due diligence effort for Northern Natural Gas and Transwestern Pipeline as it relates to the Dynegy merger.
Dynegy has scheduled an all day due diligence session this Thursday beginning at 9 a.m. which obviously conflicts with the Bill Rome Mediation.
First thought: can we re-schedule?
Second thought: the Dynegy meeting will be here at Enron - I can be in and out of the meeting but need to be here in the building.
In addition, how long will this take?
I would rather not re-schedule the mediation if at all possible but can't re-schedule the Dynegy meeting either.
Kevin
| Bill Rome Mediation |
The company's determination that leave will be counted as FMLA must be communicated to the employee within two business days of the company receiving sufficient information to determine FMLA coverage.
The employer must commit that to writing by the next payday (or the one after that, if the next payday is less than a week from the date oral notice was given).
This requirement should be communicated to HR/supervisors for compliance purposes.
| FMLA Leave |
Michelle Thanks for your support of the BRM project.
Here are the remaining scripts.
Tim and I will review them too and forward our comments to you.
Any feedback on the first two scripts?
Again, Thanks!
!
| RM Simulation Storyline Scripts - Ready for Legal Review |
Kathy, My recollection is the costs to us were roughly: Scenario 1 $55m 2 week for service 2 weeks for $10k in pay Min 8 weeks max 52 Scenario 2 $45m 1.5 weeks 1.5 weeks Min 8 max 39 Scenario 3 $35m Dynegy 2 weeks Min 13 weeks max 52 I've pitched the following compromise to Dynegy this morning: 2 weeks for service 2 weeks for every $10k of salary capped at $100k Min 13 weeks max 52 weeks.
Can you run numbers and correct above if I'm way off.
Thanks
| Severance |
Dear Pam/Michelle/Mary Joyce, I have not heard anything from Mr Lay'soffice yet as a response to the email I sent last week.
I am very sorry we have come to this but I have already contacted law firms in Braziland Houstonto evaluate my options for enforcing my contractual rights.
I understand Enron is in a difficult situation but the payments were due and the invoice was sent long before Enron got into the present problems.
This course of action is not what I want,especially given the fact that there is a serious risk this may become public in Brazil, causing additional unnecessary problems to Enron.
Once the lawyers come up with a recommended course of action, and out of respect for Enron and Mr Lay, I will place an additional call informing you and Mr Lay's office of the actions that will be taken.
This should take place this week.
Please let me know immediately if you hear anything regarding the authorization of the payment.
Also please acknowledge receipt of this email.
Best regards and once more thank you for trying to resolve this with me over the last few weeks.
Diomedes Christodoulou.
| ECI Payment |
Michelle: I would like to recommend that when the H.R.
Representative has an exit interview with a foreign national employee who is being laid off from Enron, that Enron offer them a consultation with Tindall & Foster.
This would enable the individual to talk to the attorneys about their individual immigration status and concerns, after they leave Enron's employment.
I believe it would also show that we are concerned about them.
The approximate cost of this is $150 per hour.
Do you see any problems with this?
Please advise Margaret
| Consultation with Tindall & Foster |
Please review and provide any further comments back to me asap.
Once I get the final changes, if any, I will ask you Michelle to forward to WGM.
Aaron
| plan document and board resolution and agenda item |
Attached is the latest draft of a memo outlining the changes to severance, vacation, et al.
While I know that we don't have a decision on severance, Michelle Cash and I have discussed most likely only being able to include a link to the restated plan.
If we do that, any language in the memo related to severance will be very generic.
I've also added information about the suspension of the Educational Assistance Program.
(Q: Rick, is the cut off date Nov. 2002, or should it be 2001?)
Let me know your thoughts when possible.
We'd like to send this as soon as we get word from David that a plan has been selected.
Michelle, when we know which plan is selected, we'd still like to have some summary language/talking points we can provide HR generalists and supervisors to help them briefly explain the plan as they are talking with employees.
| REVISED - Policy Changes |
<<Publications ASAP.html>> Michelle: Here is that ASAP I mentioned.
I will try and recall the person's name with whom I had discussed this at one of the HR meetings.
Kerry E Notestine Littler Mendelson, PC 1900 Chevron Tower 1301 McKinney Street Houston, Texas 77010
| ASAP on Immigration Issues in RIF |
With the exception of the message for the severance issues, attached documents represent the A,B,C,&D, category scripts to be used by supervisors / Notifiers to communicate with employees.
I have consolidated the scripts into one document for your ease and review.
Distributions will be as four separate documents.
The second attachment contains the Script talking point matrix.
Please review these for mandatory change.
Training documents will be prepared for distribution by 10 AM Wednesday.
Your prompt review and concurrence is needed.
Regards, Rj.
| Scripts - Consolidated documents - Final version |
Meliza Evanson called Friday asking about vacation and other benefits for Mexico employees.
Meliza said she has been using the standard 3-week vacation benefit for the Mexico offer letters, etc.
The Mexico Agreement we sent her (for her information) suggests a different vacation schedule.
Meliza indicated there is a lot of confusion regarding the benefits for the Mexico employees.
Meliza has put together a 2-page benefit guide for the Mexico employees based on information she has gathered.
We need to get clarification of the benefits and to approve her handout.
Who has final say about the benefits?
Can you direct me?
Thanks.
| Mexico Employees' Vacation, Other Benefits |
Michele, Per our telecon, the timeline to roll out the VR for Metals North America has been escalated to THURSDAY, October 18th which only leaves us tomorrow to try and tie up loose ends.
Attached 'NA Metals Analysis' spreadsheet will give you all the demographics of our population, include, ethnicity, gender, age, etc.
please note the 'standard' tabe includes everyone on Enron standard at-will employment letters.
The second tab 'agreement' has all our people on exec agreements.
The 'BU Briefing to Staff' will give you a good general overview of the program that was rolled out in EEL, I've red-lined the document to tweak it to the US side.
The employee info packet will include 'Enron Metals Change Program' document, 'VR Application' and 'FAQS.'
Again I've red-lined these EEL originated documents to fit the US side.
There are still some oustanding items I need to confirm with Comp & Ben.
My immediate questions are: Will our current severance policy allow us to provide an enhanced voluntary program?
We want to offer it to all employees.
Can we do this and still reserve the right to reject applications?
If we do reject applications under the Voluntary Program will we be prevented from terminating the employee under the compulsory program?
Do we need to make any special consideration for employees on maternity leave ( I have three!!).
Please call me when you've had reviewed these items so we can determine how quickly we can move forward.
Thanks
| Enron Metals North America Voluntary Severance |
Good Afternoon Michelle, Attached you will find the Sample PWD with the few additions we are proposing.
It states payment terms and defines our services.
Please review and respond with any questions to myself or Dave Smith.
Respectfully,
| Sample PWD |
Hi Michelle, The presentation went as well as it could.
There was quite a bit of stunned silence, but the questions are already starting to trickle in.
One particular question on unemployment insurance I'm not familiar with, hoping you or Drew can help.
Since the VSP is effectively a voluntary election, would employees qualify for unemployment insurance, specifically in New York State.
Under the involuntary program, is the severance payment offset by unemployment compensation?
You can see where this question is leading, some people may be hedging their bets on the time value of the money.
Thanks
| Unemployment Question |
Michelle, This is still work in progress.
The real work will be articulating the workforce data.
Please give me any feedback you may have at this point.
I will send more in the am.
Thanks for your help.
| Management Committee Presentation Draft |
The schedule for interviews at Wellesley are as follows: November 4 - Pre-interview Reception Attendees: Jen Frasier Carol Marshall Kelly Boots Michelle Cash Sabina Rank (Greeter) Mog Chu-Yang-Heu (Greeter) November 5 - 1st round Interviews - 2 Schedules Attendees: Same as above November 6 - 2nd round interviews Attendees: Andrea Reed Cindy Olson Mariella Mahan Ayesha Kanji (Greeter) Sona Khanova (Greeter) We currently have 19 interviews scheduled.
Our schedule closing date is Oct 24, we will receive the schedules at that time and they will be distributed to the interviewers.
Please rsvp that you are still available for those dates.
| Wellesley Interviews |
Michelle/Diane, Assuming you received the updated file from Kathy, here's what I would like to see.
1.
Standard deviation by job group based on age, gender, ethnicity and performance rating 2.
Utilization of Forecast, Probability and/or Trend functions for age gender, ethnicity and performance rating to identify the likelihood of women and minorities promoted within the organization..
| Statistical Analysis |
Hi Team, Just wanted to clarify some decisions arising out of last week's N-Form Team meeting regarding the Working Environment policy...
Remove the phrase, "...and the use of other tobacco products..." from the activities limited by our smoking policy, as employees in field locations regularly use these products, and enforcement would be virtually impossible.
Clarify acceptable locations for smoking activity, as the definition for "workplace" used for alcohol and drugs is too narrow for smoking.
Review "workplace" definition...this is a composite from several sources...please provide feedback as to whether it should be revised, i.e.
Michelle suggested adding "parking lots."
Workplace - Includes all Enron premises and any location where company business is being conducted or in which employees perform essential job functions, including all property, land, onshore and offshore platforms, office buildings, structures, installations, training facilities, plants, pipelines, boats, aircraft, and vehicles which are Enron-owned, leased, used, or operated, or which are located on Company property; as well as fenced areas to which general public access is denied or limited by Enron.
Also covered are any personal effects or items, including desks, lockers, workstations, personal belongings, and privately owned vehicles located on or in Company property.
Leave in the phrase, "...attending an Enron-sponsored function off Company premises..." in referencing locations where an employee should not be impaired by alcohol or drugs, as reasonable efforts are made to provide safe transportation and/or other options for impaired employees at Enron-sponsored social functions.
Add references to the state and federal Drug Free Workplace Act and non-DOT policies.
Stance on driving safety proposal is to state that the use of communication devices while driving poses a significant risk and that employees should comply with applicable law and business unit practices.
Michelle - in your notes, you commented, "What about drug testing?"
How much and which information would you like to see on this topic?
Have I missed anything?
Thanks so much for your time and assistance, Karen
| N-Form clarification |
Michelle, Will you please review the attached and initial if you approve the way it reads?
We technically hired Jo Crowder as our first hire, but didn't see the sense in paying the remaining $20K of her $50K retainer fee for someone who is at a Staff level.
I've discussed this arrangement with Jane and she is in agreement.
(Twanda, do you mind printing this on EGM letterhead for Michelle to initial?
I'm happy to come pick it up, or you can send to me at ECN 3678a.
Thanks!)
Additionally, we would like to extend Jane's contract so she can continue to submit candidates to us.
Her original contract ended on September 30th.
We'd like to extend it for a six month term beginning October 1st, continuing through March 31st.
I've spoken with Jane and she agrees that there will not be an additional retainer fee charged to us by reinstating our contract.
(Diane, is this as easy as just running new executable copies of the contract, changing only the dates or would we just create a one page amendment to the existing contract for signature by all parties?).
We would like to continue working with them under the same fee structure as though our contract with them never ended (i.e.
our next hire will be at a 25% fee).
Thanks for your help, ladies!
Let me know if there's anything else I can do to assist!
| Jane Beatty letter & contract |
Michelle, Our Coal group is planning to close an office we have in WV at the end of this year.
There are 4 employees in this location; one has been offered a job in Houston and has declined, another employee may be offered a job with a JV we have nearby.
I wanted to see if there are any notification requirements in WV and if so, what they are.
Thanks,
| W. Virginia office |
Hi Michelle, Have you spoken with the fair employment attorney in Montreal yet?
Please let me know if we will be able to roll out a similar voluntary separation program in Montreal.
Thanks
| Canadian Legal Determination |
Attached for your review and comment, please find Defendant's proposed discovery requests: <<discovery requests.doc>> <<med.rel.doc>> Christine Neely, Secretary to Lynn Paul Mattson and Kristen L. Brightmire Doerner, Saunders, Daniel & Anderson, L.L.P.
Information in this message may be privileged or confidential.
Information is intended for the sole use of the addressee.
No consent is given for unauthorized viewing or distribution.
- discovery requests.doc - med.rel.doc
| Casey v. NEPCO |
Dear Michelle: On Tuesday, October 23, I met with Christina Solomon, counsel for Doug Miller.
The elusive Liz Miller failed to attend, having been called at the last minute into an all-day meeting.
We have tentatively agreed that we will meet next week.
Despite Liz Miller's absence, I believe that the meeting was productive.
I learned the following information: 1.
Doug Miller claims that there are three power grids that are unrelated, that he worked only in the East for ENA and works only in Texas for Calpine.
Thus, he claims that his duties and activities do not overlap in any way with those he performed for ENA.
2.
Calpine did not know of Miller's non-compete at the time Miller was hired because he believed it had expired.
He brought it to Calpine's attention immediately upon being contacted by ENA.
3.
Christina argued, as she did in the answer and counterclaim, that the non-compete agreement was fatally overbroad, as Miller never had any duties involving the majority of the activities from which the non-compete purports to bar him.
In response, I told her the following: 1.
We do not accept Miller's assertion that simply working in another region will sufficiently insulate our trade secrets, since strategies may not be confined to a single region.
2.
I pointed out to her that Miller's contract very clearly states that the non-compete extends three months after employment even if the contract term has expired.
I also pointed out that he was reminded of his non-compete orally several times by ENA personnel upon his resignation.
3.
I explained that the non-compete had been enforced on many occasions and that it was carefully crafted with an eye to protecting the many trade secrets to which Miller may have had access.
I argued that strategies concerning one aspect of ENA's business might impact many other areas and that, as such, the non-compete was not overly broad.
[She asked what trade secrets we were trying to protect!!
I, of course, declined to answer.]
Despite the fact that I believe that these facts are clearly stated in our petition, she confessed to not having viewed the situation from the "trade secret perspective."
We ended the meeting with her stating that Calpine and Miller were both interested in trying to resolve the matter and that she welcomes a proposal from us.
While she did not elaborate, I believe that they would entertain a suggestion of some sort of limitation on his activities for some short period of time.
Please let me have your thoughts about this matter.
Thanks.
Best regards,
| Enron v. Miller |
Michelle - We are getting lots of comments/questions from our employees regarding the mandatory harassment training.
Have you given any more thought as to when/how this will be rolled out to Portland and San Francisco?
Thanks!
Hope that you had a great weekend.
Amy
| Harassment Training |
Hello Lizzette and Michelle, Attached are the revised EEO and Harassment Prevention policies, and links for all policies.
Lizzette, I noted that you placed a question mark next to the "Unlawful (under FMLA)" link.
It is my understanding that the FMLA policy narrative and the related links are going to be revised/updated by Kriste Sullivan and Chris Rahaim.
In our last Project N-Form meeting, we agreed that Kriste and Chris would communicate their changes to Anne Labbe and Sarah Zarkowsky (members of the Content team).
Please let me know if you have additional changes.
Thanks again for your assistance!
Wendy
| Revised EEO and Harassment Prevention policies |
Kerry, Based upon your review of the attached, is there any way that one of our=20 subsidiaries could decline to include bargaining unit personnel in receipt = of=20 this benefit?
Let me know asap.
Thanks a lot!
| Over $50 -- You made it happen! |
TWanda, please calendar and then make a file entitled "Employees in Right Company" and give to me on the date of the meeting.
Thanks a lot.
MHC
| Have we got employees in the right Company? |
Attached is a memo that I am currently working on with Rick Johnson.
Please review and provide me with any comments.
Rick will be in the Houston office for the next two days.
Thanks
| Employee Labor Relations Memo |
John, Would you confirm (via a new email that I can print for my files) you have had the conversations with Dan Bruce, etc.
about Entelligence that I scripted for you in a prior email?
Thanks a lot.
| Entelligence |
Twanda, would you please make this a form entitled "Canada Release" and then draft one for John Gorman?
I'll fill in the blanks.
Thanks.
MHC
| Release re Canada |
Peter, I learned yesterday for the first time about Project Canary, which involves the purchase of an asset that employs 400 employees and also has a unionized workforce.
I understand that we are in the second round, and that there is a deadline of 12/15.
Peter, we have discussed on numerous occasions the need for you to get me involved early whenever there are transactions involving personnel issues.
You haven't involved me in this deal -- I learned about the fact that there
| Project Canary |
Drew, At one point, we had mentioned the idea of having services agreements among Corp. and the various business units that are using shared services.
I think that these agreements should be put into place sooner rather than later as we begin to move towards shared services across the organization.
Let me know if you would like me to prepare the drafts of these agreements or revise agreements that currently are in existence (if there are none, then we really need to put some in place).
Thanks.
| Services Agreements |
I spoke with Corporate Compensation yesterday (Kim Bolton) about the option of paying for stock options/phantom stock with proceeds from the EIP incentive plan.
She is working on obtaining approval for that provision.
Otherwise, I believe that we are ready to review a final version of the plan.
Jeanne, could you please circulate one?
I'll be in San Antonio for the law conference the rest of the week, but this process should not wait for me.
Once corporate comp gives it the ok, we should be ready to finalize it.
Michelle Cash
| EIP Incentive Plan |
Twanda, please save this in whatever power point directory you have.
Then, print for me to revise for a presentation to Energy Operations for Norma.
Save this one, though, because the one I am going to use for Energy Ops will be much shorter, and this one has good stuff in it!
Thanks.
Michelle
| EMPLOYER PPT TRAINING FOR STERLING BANK.ppt |
Pete, I learned today of a deal involving a newsprint plant in New Jersey, which you are running from the legal side.
Are there any issues involving personnel or labor involved in this deal?
If so, I would appreciate your getting me in the loop as early as possible.
Thanks.
| Newsprint Acquisition |
Kerry, What are your thoughts on this issue?
Michelle Michelle, We have had a couple of interpretations as to how to calculate the overtime for employees who receive a shift differential and wanted to ask for assistance from you.
The problem we are having deals with employees who rotate shift.
Please review the following scenario.
For a simple example with an ee at $10/hour and shift of $1/hour for the Night (N) shift.
| Shift Differentials and Overtime Payment |
Privileged and Confidential In our meeting on Friday, we talked about the summary of complaints that you three are going to do.
If possible, I would like to receive those by Tuesday night so that they can be reviewed on Wednesday.
We are meeting with Beck/Olson on Thursday.
Let me know if that is impossible -- I know you all are swamped with zillions
| Investigation |
Sheila, do you think we should meet with Rick Buy about this?
Or, should we talk about it without Rick and then respond accordingly?
The bottom line is, that the non-compete probably should stay as is, even in the case of RAC.
Let's discuss.
Michelle
| My Contract |
Brian, Would you or someone in your group please investigate the allegations raised by Janeth Rodriguez-Philhower?
Based upon her voice mail message, there is a strong possibility of litigation.
Your investigation into her allegations thus would be conducted in anticipation of litigation.
Once you have conducted the investigation, please provide me with the results.
Thank you.
| Janeth Rodriguez-Philhower |
Dee, I left you a voice mail yesterday, but I wasn't sure if you were in.
There is a new deal -- Project E2/Endeavor.
It is in the preliminary stages,
| Project E2/Endeavor |
Amy, Is Patrick Chris Mallory located in Portland or in California?
If California, then he needs a slightly different agreement because non-competes are not enforceable in California.
Let me know.
(I hope he is in Oregon!)
Thanks.
| Mallory |
Pat, I am going to forward you a draft of an amendment to the employment agreement for Greg Whalley.
I would appreciate your thoughts on the language, particularly the language in amended section 2.1b regarding the calculation of value for options/restricted stock.
For some reason, I cannot attach it to this email, so I will have my assistant send it under separate email cover.
Thanks a lot.
| Agreement--Privileged and Confidential |
Privileged and Confidential This email contains legal advice and confidentiality should be maintained The attached memo describes a recent decision from the National Labor Relations Board regarding an employee's right to be "represented" by a co-worker or other person during a disciplinary meeting.
Employees in unionized settings always have had this right, but it now has been extended by the NLRB's ruling.
The ruling was contentious -- there were dissents -- and I expect it to be
| NLRB Ruling |
Privileged and Confidential Attorney-Client Communication This E-Mail Contains Legal Advice In the Barbed Wire Purchase Agreement is the provision that the Purchaser has 45 days to identify those employees of Company whom it would like the Company to terminate from employment prior to closing.
The Seller is providing a limited indemnity for Purchaser's actions in selecting those employees.
The indemnity expressly excludes claims against ENA for the selection of those employees.
This indemnity thus excludes claims for discrimination on the basis of age, sex, race, religion, etc.
The indemnity exclusion also could be interpreted to exclude claims for tortious interference.
Thus, if ENA is going to exercise its right to select Company employees under that provision, ENA will assume the risk of claims by affected employees.
I can assist you in identifying legal risks in the selection process and determining methods to manage the risks of those claims.
Let me know if you would like to discuss this issue.
Michelle Cash x3-6401
| Barbed Wire -- Privileged and Confidential |
FYI, here is information relating to the voice mail I forwarded to you late Friday.
I will be on vacation the dates they want to handle diligence, so one of you may need to handle it.
Let's see what happens.
.
.
Michelle
| Project Crane (Daishowa) |
Here is the note that went out.
I'm giving a speech this morning and will be out all afternoon, but I will try to catch you in between.
Also, I am in tomorrow, but then am out all next week on vacation.
While I am out, you can work with Emma Caplan.
Thanks.
Michelle
| Note from Sally |
David, Hello, I hope all is well with you.
I was out last week on holiday and am just now getting back into the swing of things.
Alan and I have spoken about your contract, and I am getting in touch with the CU lawyers to work on an appropriate form for Australia.
I will be keep you apprised of the status.
Have a good weekend.
Michelle
| Employment Contract |
Privileged and Confidential Felicia, Would you please run a disparate impact analysis for the proposed stock options to be granted within Enron Net Works?
I would like this data for the purpose of giving legal advice.
Thank you.
| Disparate Impact |
Dear Mr. Catanzariti: My name is Michelle Hoogendam Cash, Assistant General Counsel-Enron North America Corp.
I was referred to you by David Minns in the Enron Australia office.
I am attaching a copy of our Employment Agreement Form for your review in light of Australian law.
Please review this form and provide me with any comments that you may have.
Thank you for your assistance in this matter.
If you have any questions, please give me a call at (713) 853-6401.
| Employment Agreement |
Hoyt, Under the Older Workers Benefits Protection Act, we must provide demographic information to persons over the age of 40 who are offered severance packages in exchange for a release.
We need the title/position and the age of the persons holding those positions for the persons who were offered a package as well as the persons who were not offered a package.
We will provide this data to persons over 40 to validate their releases.
Thanks.
| MG FX terminations |
Brian, Pat Mackin requested that I forward this on to you.
I think he has a good idea here to look at a process for RIF selection.
Currently, it is done on an ad-hoc basis, with plans being prepared for each situation.
Pat, do you still have a copy of the one you prepared a while back?
It would be an excellent start.
Thanks.
| Willrich; RIFs |
Hello, girls.
If Stacey can do it, so can I!
Here are the latest pictures of Cameron.
These were taken right before the Baptism of my sister's third (can you believe it??)
child, so he is all dressed up.
I hope all is well with everyone.
Love, Michelle
| Pictures of Cameron |
Andrea, Brian and I were talking about the dissemination of this policy.
It seems as if it should come from your group and go out globally.
What do you think?
Michelle
| Revised Data Protection Policy |
Chuck, Do we have a rescheduled date for the deposition of the plaintiff?
Given the correspondence I've been receiving about rescheduling other depositions, we probably should set forth a date in Nov/Dec and get a protective order from the court stating that it cannot be rescheduled.
Otherwise, even if we do "agree" on dates, there likely would be additional delays.
I am ready to hear what this guy has to say about my client.
Let me know your thoughts.
Thanks.
Michelle
| Clonch Case |
Andrea, I am supposed to follow up and work on our action plan for data integrity.
However, I know that you are going to meet with David/Robert on the whole concept and that you proposed a work around for the near term after our sessions.
It appears as if our action plans will depend on the results of that meeting.
I will be out of the office on Wed-Friday on business.
It looks like our action plan revisions are due on Friday (but, if necessary, I'll ask for an extension because of my travel).
In the meantime, you can meet with David/Robert and begin to look at revamping our prior efforts.
Alternatively, you can reconvene the group and work on revising action plans without me.
(I am not sure how helpful I am in any event).
What do you think?
Michelle PS, do we need to include Don in our group?
| Data Integrity |
Twanda, would you please schedule a meeting with me, Hector, Sheila W., and Brian Schaffer re: follow up to the Bashen information?
I would like to have this group discuss how to close the loop with Sally's employees and implement any recommendations for follow-up.
I think the meeting with last approximately 1 1/2 hours.
Thanks.
Michelle
| Anonymous Letters |
Anne, I have reviewed the P&S Agreement for Triple Lutz.
From my perspective, it generally looks fine.
I have a few comments, and invite Pat Mackin to add any he may have, in particular based on his review of Section 4.14.
In Section 4.7(c)(iv), there is a reference to any contract obligations.
I believe this would include employment contracts, which do not appear to be identified specifically on any schedule unless the annual amount exceeds $250K.
We may want to clarify that the disclosures are consistent with the provisions of Section 4.13(iii).
Section 4.8 provides that we will not enter into any employee benefits not required by law.
However, given that closing is pushed out so far in the future, we may want the flexibility to provide incentive bonuses for key personnel to stay with the company through closing.
This may be done with the Buyer's consent, but we may be tying our hands.
Section 6.2(e) contains a similar restriction on making payments to officers/directors.
In addition, Section 4.8 states that we won't enter into or amend any employment contracts.
We do not renew employment contracts at a single time, and the contracts of key personnel may expire.
Do we want to tie our hands and be prohibited from amending/extending the agreements?
Section 6.2(l) also prohibits the modification/amendment of contracts with employees.
In Section 4.10, the wording "(other than Environmental Laws)" suggests that we are not in compliance with environmental laws.
Rephrasing that sentence to refer to the provision of the Agreement may be preferable.
In Section 4.11(d), we promise that we haven't provided any gift of any kind to customers.
I don't think we can say that, given that we regularly host client development outings (e.g.
Rodeo BBQ tickets, golf tourneys, etc.)
and provide Enron goodies to people all the time.
Perhaps a limitation on de minimus gifts would be more accurate.
Also, a reference to our Code of Ethics may work here.
In Section 4.13(a)(iii), does the $250K threshhold include only cash value, or does it include equity grants that vest over time?
A reference to "cash" payments would clarify, given that people here are compensated by stock options/restricted stock that vest over time.
In Section 4.14(d), I am not sure whether this transaction accelerates vesting -- Pat, do you know?
| Comments to P&S Agreement -- Triple Lutz |
Pat, I have reviewed this agreement and provided my comments under a separate email.
I would appreciate your review of Section 4.14 in particular, given your familiarity with the compensation plans and benefit plans.
In terms of timing, your comments probably can go into the next draft, but if you have a chance to look at 4.14 today, it would be great!
Thanks a lot!
| Project Triple Lutz |
FYI, particularly the part about the performance management system.
Let's see what kind of data we can get about the Microsoft evaluation system to find the differences.
Thanks.
Michelle
| Privileged/Confidential -- Microsoft Lawsuit |
Andrea, would it be possible to update our list to show the current progress on the "30 days" items?
I think you have a better handle on the timelines than I would.
Thanks.
Michelle
| October 26 Corporate HR Leadership Team Meeting |
Sorry about the earlier email!
The following contains a summary of high-level employment/labor issues based upon the review of the documents in the data room here in Houston.
We still need to have a conference call with the HR team at GP to ascertain the climate of labor relations and other employment issues.
Woodland 1.
Employment Claims: In the list of insurance matters, there are several employment-related claims.
Those include sexual harassment allegations, disability discrimination, retaliation, and mistreatment.
It is unclear whether those are ongoing claims or not.
I would question whether the mill has had harassment prevention training, and if so, when.
Also, are there other employment claims that are not identified in the documents?
2.
Labor Union matters: Rick Johnson is going to review the collective bargaining agreements.
I am waiting on a list of union grievances, which is supposed to be forwarded to me today.
3.
I saw nothing about employment contracts, change of control agreements, or other documents that may require a buyer to provide benefits after closing for either Woodland.
Leaf River 1.
Litigation Summary: The company provided a summary of litigation.
Three of the four are personal injury claims -- one is a fall down stairs by a
| Project Toucan -- Labor & Employment Issues |
Trey, The following items are on my Christmas list: 1.
Boggle game 2.
Joe Jackson CD: Night & Day II 3.
Pottery Barn Large Organizer: Catalogue number 48-2806305 ($69) 4.
Monnogrammed Travel Alarm Clock (Pottery Barn) Catalogue # 10-2811784 ($30) 5.
Monogrammed Business Card Holder (Pottery Barn) Item # 12-33756186 ($30) 6.
Hermes or Hermes-type scarf 7.
Wood picture frames -- painted black is ok -- for 5x7 prints
| Christmas List |
Attached is the resume of Dominic Carolan, who currently is working at Global E&P.
He is looking to move elsewhere within Enron, given that the assets in Global E&P are going to be sold.
I understand that you are looking for a lawyer with oil and gas experience.
He might be a good candidate.
I met him today, and he is pleasant and professional.
If you are interested in interviewing him, let me know, and I will get it scheduled.
Thanks.
Michelle
| Personal - Dominic Carolan |
Julia, On Garden State matters, how do you want to handle the signing of documents?
Currently, I have been receiving documents from outside counsel and initialling them before signature.
Based upon Hoyt's email below, there may be a desire to have a more expeditious process.
I would suppose the answer would depend on how heavily our legal department is going to be involved in GSP work.
Given our discussion last week, I would not think that there would be a desire to deviate significantly from the standard Enron process, but it is not my call.
I would appreciate your thoughts.
Michelle
| Lawyer approval |
FYI re: outside counsel in B.C.
who are handling diligence.
I spoke with Dean today, and he appeared to be asking all the right questions.
MHC
| Project Canary (Celgar) |
Dianne, Thanks for all your work for the Travel Club.
I never make a meeting, but really enjoy the tickets, etc.
One question I have is whether Enron has any special relationships with Disney.
Are we a corporate client of Disney?
My old law firm had some sort of relationship with Disney that let us get great deals, early entry into the parks, etc., so it may be worth looking into.
Thanks again.
| ETC - Election of Officers 2001 |
David, As we discussed, Mark Haedicke and I discussed the possibility of providing Kevin McConville with some sort of indemnity in order to make sure that he remains available and cooperative during the pendency of the NSM case and other litigation matters.
We could agree to enter into a Consulting Services Agreement with Kevin.
The terms of that Agreement would include: 1.
He agrees to be available and cooperative with Enron and its counsel regarding litigation matters.
He will agree to meet with counsel, prepare for testimony, review documents, testify, and provide other assistance, as needed.
2.
Through February 1, 2001, Kevin would not be directly compensated for this cooperation/testimony (because he is to be receiving his salary pursuant to the terms of his employment agreement).
After Feb.1, 2001, he will be paid a rate of $125 per hour for his services in this regard.
3.
Enron would agree to indemnify Kevin for his conduct taken in the ordinary course and scope of his employment with Enron, up to the last date of his employment with Enron.
Excluded from this indemnity would be allegations or claims based upon the following:
| Confidential re: McConville--Indemnity |
Gene and Susan, Here is the draft award agreement for the plan.
Let me know if you have comments.
I will be getting with Brian Bloom this week with our comments to the plan document.
Michelle
| DRAFT Award Agreement |
Just when you thought it was safe .
.
.
I have received a question from NEPCO about Project 50.
Apparently, they have temporary employees who work on projects and then leave the company.
These are hourly employees who do not work regularly.
Originally, these employees were thought to be included in the scope of Project 50 by corp. Mike Indivero called me and said that these people should not receive the 50 options because they are not "regular, full-time or regular part-time employees" as described in the memo from the Office of the Chairman.
What are your thoughts on that?
Should they be included or not?
My reading of the email to all employees is that it does not include temporary employees.
Do you know how other temporary employees were treated?
Let me know what you think.
Thanks, as always.
| Project 50 |
Enclosed is another draft of the proposed Agreement and Release.
It has incorporated some, but not all, of your changes.
It is my hope that this draft is the final one; if it is not, I believe that it would be most efficient for you to meet with me and David Oxley before the end of this week, as I will be out of the office next week.
Please let me or David know if you have any questions or comments.
| Settlement Agreement |
Mr. Mackin, Michelle Cash has asked me to forward the language below to you for your comments.
Please review and email Michelle your comments to this paragraph.
Thanks
| Grant Language |
Scott, would you be available in the next couple of weeks to meet with me and some of the HR reps regarding follow-up for employees who leave the company?
I would like us to be proactive in those situations.
Let me know your availability.
Thanks.
Michelle x36401.
| Follow-Up |
Pat, Given that the new AESOP has been approved by the comp.
committee, do you think the language attached below should be revised?
(Or, should I ask --
| AESOP Language |
Fran, I am not sure that I ever had an executed document on the loans.
By copy of this email, I am asking Twanda to send you what she has that has been signed by Dosier.
I will let you fight the payment battles!
Michelle
| Wade Dosier |
Pat, thanks for the revisions to the AESOP language.
I have another one for you.
The attached is a proposed retention program for persons in HR who may be facing outsourcing.
There is a need to incentivize these key personnel to stick around now and, if there is an outsourcing, to help with the transition.
Your comments/thoughts would be appreciated.
Thanks.
Michelle
| For Your Review and Approval - project completion |
Here, at last, is the email response to the OT questions.
I haven't had a chance to study it, but I am sending it "hot off the press" upon receipt by me.
Let's discuss if there are any problems.
Michelle
| Overtime Calculations |
Attached is a copy of our California Separation Agreement and Release.
This is a merge document it may prompt you to open up this data source.
California Agreement
| California Waiver |
Hello!
Here is the latest draft on Garden State/Project Barbed Wire.
As I mentioned to Dee, the agreement is due to be signed on Tuesday, 7/11.
Dee/Rick, I just learned that there are multi-employer plans for the unionized employees.
I'll provide details as I learn them.
I guess you can forward your comments to me, with a copy to Stuart Zisman.
Thanks.
Michelle
| PURCHASE & SALE AGREEMENT |
Attached is a draft of the Agreement for Recruiting or Contract Personnel Services.
This draft combines the Master Services Agreement, the Agreement for Project Services, and the Staffing Services Agreement into a single, comprehensive document.
Attached to this, as applicable, will be a Project Work Description ("PWD") and/or a Staffing Services Description ("SSD").
I understand that HR is working on a revised PWD.
I will circulate the SSD in the near future.
It will contain a more specific description of staffing services (e.g.
retained/contingency) as well as pay rates.
Please review this draft to determine if it fits your needs.
Feel free to throw darts!
Let me know by return email if you have comments or questions.
I will resolve as many as possible based upon your comments as well as those of others in Legal, and circulate a revised draft based upon those comments.
Thank you.
| Recruiting/Contract Personnel Services Agreement |
Drew, Louise and Robert have brought me into the loop on the employee in London who has had some issues.
I would appreciate it if you would fax me a copy of his agreement.
I will be out of the office tomorrow, so, if possible, could you fax it to my house first thing in the morning?
713-218-7355 is the fax number.
If you send it around 5:30 am Houston time, then I can have time to review it and incorporate its provisions into the draft correspondence that I will prepare on this topic.
I am going to be attending a seminar out of the office starting around 8:00 am Houston time.
| Employee Issue |
Pat, Here is the latest PSA draft for a We've agreed to pay $1mm of the severance.
We also have agreed to pay the cost of 2000 bonuses.
On options, there is a proposal for Enron to supervest the employees' options at closing -- can we agree to that?
I didn't think
| Bidder D PSA Redlined |
please save, run spell check, and print for my review.
I think that Robert Jones or Oxley will have to sign it instead of me, since I am not an officer.
Thanks.
MHCC
| ELT IPT Letter |
Dan, I have been working with James McMillan on the LNG project in Venezuela.
I would like to have some additional information about structure, project company, etc., and figured you would know where I could obtain that information.
Thanks.
| Venezuelan LNG Project |
Hello, everyone.
Please let me know which of these dates works best for you.
It would be most helpful if you give me a range of available dates for both preparation and the deposition itself.
That way, I can find overlapping dates on which you all are available.
Thanks a lot.
| depositions of enron officials |
Perry H. Koplik & Sons going out of business By Diane Keaton San Francisco, Nov. 2, 2001 (Forestweb) - Battered by difficult business conditions, then brought down by American Tissue Inc.-related debts, Perry H. Koplik & Sons Inc., is liquidating its business.
HOW DO YOU GET YOUR NEWS?
Do you comb the Internet for relevant stories?
Spend time trying to figure out how to get those Forestweb Exclusive stories that you really want to read?
Visit four or five sites only to discover that the story you open on one site you read yesterday - or last week --
| Koplik & Sons going out of business |
Dear MONIKA CAUSHOLLI, You have been added to the waiting list for the following.
Course Title : 'Understanding Options' Session Code : 112701 The course details are given below for your confirmation.
Type : Instructor Led Course Course Code : UOPTNS Session Code : 112701 Starting Date : Nov 27, 2001 8:00 AM Ending Date : Nov 28, 2001 5:00 PM Number of Units : 0 price : $1,400.00 Location : Doubletree Hotel Dallas St. Houston, TX Meetings : Start Time: Nov 27, 2001 8:00 AM End Time: Nov 28, 2001 5:00 PM No instructors or rooms have been assigned to this meeting.
You will be notified if a seat opens.
Thank you,
| You are included in the Waiting List |
Dear MONIKA CAUSHOLLI, You have been added to the waiting list for the following.
Course Title : 'Understanding Swaps' Session Code : 121301 The course details are given below for your confirmation.
Type : Instructor Led Course Course Code : USWAPS Session Code : 121301 Starting Date : Dec 13, 2001 8:00 AM Ending Date : Dec 14, 2001 5:00 PM Number of Units : 0 price : $1,400.00 Location : Crowne Plaza 1700 Smith Street Houston http:// Meetings : Start Time: Dec 13, 2001 8:00 AM End Time: Dec 14, 2001 5:00 PM No instructors or rooms have been assigned to this meeting.
You will be notified if a seat opens.
Thank you,
| You are included in the Waiting List |
Dear MONIKA, Congratulations!
You have been successfully enrolled in the course 'Applied Risk Management Principles'.
Course details are provided below: Course Type : Instructor Led Course Course Code : ARMP Session Code : 113001 Number of Units : 0 Price : $350.00 Location : Doubletree Hotel Dallas St. Houston, TX Meetings : Start Time: Nov 30, 2001 8:00 AM End Time: Nov 30, 2001 12:00 PM No instructors or rooms have been assigned to this meeting.
You will receive a reminder before the session starts.
Thank you.
| You are enrolled. |
16TH ANNUAL NORTH AMERICAN CONFERENCE In order to improve our conferences ?
we ask that you fax or send in your questionnaire that was in the front of your notebook.
To everyone who has already sent it in ?
thank you.
Regards,
| 2001 Conference Questionnaire Reply |
Martin, Subsequent to my last e-mail I discovered an additional detail which may po= ssibly clarify why ENCE prefers to purchase the Chilean E. globulus species= to the Brazilian species for pulp production.
It would appear that the E.= globulus species holds up better than the various Brazilian species during= the refining process.
While most papermakers generally don't refine hardw= oods and softwoods with the same equipment, many smaller European mills are= unable to afford the capital investment of a second refiner and accordingl= y do use a single refiner for all grades.
This is particularly true of the= Italian mills.
Since hardwoods cannot withstand the rigorous refining req= uired for softwoods without losing their papermaking characteristics (opaci= ty, etc.
), these papermakers need to utilize the hardwood species best suit= ed for this type of processing.
Accordingly, the globulus species (which i= s also the predominant species in the Iberian peninsula) holds up much bett= er under this type of heavy refining than any other species of eucalyptus.
In any case, I hope this helps shed additional light on this issue, and, as= always, please feel free to revert with any questions you might have.
Tha= nks.
Karen
| Eucalyptus Pulp - Final Note |
Hello Team, Please find a summary of the RISI conference held in San Diego, Oct 21-23.
I have summarized the presentations made by John Maine and Andrew Batista of RISI.
If you would like more information on a particular presentation, please let me know.
Ayesha
| RISI conference summary |
Hello Warriors, Would you be interested in learning MS Excel shortcuts & tricks from the Excel guru, Eugenio?
If so, please email me & let me know what things you would like to learn.
If there is enough interest, we will reserve a room and have Eugenio teach an Excel session next week.
Ayesha
| MS Excel session with Eugenio |
The North American Communication Papers - Executive report for September 2001 is now available on Economics Online.
www.pppc.org/econ/.Monthly in section Monthly Executive Reports (PDF format) - Communication Papers.
Should you have any questions concerning the content of this report, please do not hesitate to contact Martine Hamel, Director Market Research at (514) 861-8850 or by e-mail at mhamel@pppc.org.
For questions or comments concerning Economics Online, please contact:
| North American Communication Papers - Executive report for September 2001 |
Dear Team, The following company analyses have been completed.
These are posted on the web site under each company as "company analysis".
If you have any questions, please call me at 5-7186.
* Indicates new companies added to the list.
ASIA Asia Pacific Resources CellMark Coca-Cola Malaysian Newsprint Industries Marubeni Pan Asia Paper Singapore Press Holdings Stora Enso EUROPE Arjo Wiggins Appleton Duni AB Frantschach Grupo Empresarial ENCE Haindl * Holmen * Jefferson Smurfit Group * M-Real (Metsa-Serla) * Mayr - Melnhof * Mercer International * Portucel * LATIN AMERICA Aracruz Arauco Copamex Durango Votorantim NORTH AMERICA Abitibi Consolidated * Financial Summary Allied Waste Bowater Cascades Casella Waste Centex Corp. Domtar Dow Jones Gaylord Container Georgia Pacific International Paper Interstate Resources * KB Homes Krueger * Louisiana Pacific Mead Newark Group Norampac Pope & Talbot Potlatch Pulte Corp. Republic Services Group Rock-Tenn SAPPI SCA SmurfitStone Container Corp. Tembec Temple-Inland Waste Management Weyerhaeuser Willamette Industries Thanks,
| Company Analysis Update |
Dynegy Is Mulling $2 Billion Investment In Enron in Possible Step Toward Merger By ROBIN SIDEL Staff Reporter of THE WALL STREET JOURNAL Dynegy Inc. is in advanced discussions to infuse about $2 billion into Enron Corp. in a transaction that may lead to a full-blown merger between the two companies, people familiar with the matter said.
A formal transaction could be unveiled as early as Thursday, these people said.
The situation is very fluid and is subject to change, these people noted.
Enron has been rocked by last month's disclosure of a $1.2 billion reduction in its equity base partly tied to financial dealings with company partnerships headed by Enron's former chief financial officer.
Last month, it reported a third-quarter loss of $618 million.
The Securities and Exchange Commission has launched a formal investigation into the matter.
Last week, Enron secured $1 billion in new credit lines, using gas-pipeline assets as collateral.
Enron needs the infusion in part because its previously announced plans to raise cash through the sale of power assets is going more slowly than expected.
Mostly, though, it needs to restore its credibility with Wall Street at a time when its access to the financing markets is drying up.
| Dynegy article |
Get Connected with e-Statements.
Sign up for Electronic Statements from Enron Federal Credit Union by November 15 to be entered into a contest to win a Palm Vx!
Log on to www.enronfcu.com to apply or for more information.
| EFCU Gets You Connected |
You're invited!
Come learn about the Jones Graduate School of Management at Rice University!
This is your opportunity to meet to meet with individuals from the Jones Office of Admissions, as well as with current students and alumni.
| Invitation - Rice MBA Information Session |
p a p e r l o o p .
c o m d a i l y n e w s s e r v i c e Welcome to paperloop.com, the premier information and exchange service for the pulp, paper, converting, and printing industries.
THURSDAY, Nov. 8, 2001
| paperloop daily news for Thursday, Nov. 8, 2001 |
Any chance we could look at the US$/Euro rates in addition to the US$/C$ rates to see whether there's a strong correllation for use in the forecasting model?
Thanks.
KC
| Exchange Rates |
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