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I have received a Notice of Assignment that effective 8/21/00, Public Service Electric and Gas Company has transferred to PSEG Energy Resources & Trade LLC its interest in the ETA with ENA dated 01/11/00. A copy of the assignment will be sent to Lisa and Tom. Please let me know if you have any problems with this assignment. If not, I will get Leslie Hansen to sign off on the form and get it signed.
EOL-PSEG Assignment
Mary, At the request of Bob Shults, I am attaching our proposed form of Non-Disclosure Agreement. Please call me or Bob with any comments or questions you might have. My phone no is 713/853-3399 and Bob can be reached at 713/853-0397. If the agreement meets with your approval, please fax a signed copy to me at 713/646-3490. We look forward to hearing from you.
NDA-ED&F Mann International Inc.
I received a faxed copy of the Customer Registration Form, Password Application and Letter Agreement amending the ETA. I expect the originals to follow tomorrow. I will have copies walked down to Lisa since the customer is eager to start trading. I will follow with the originals in the usual course of business.
ANP Marketing Company
Remember as those Ameren Energy Inc., as agent, etc. for various companies we got ETA amendments in for. They are coming thru tonight as as online counterparty but want to start trading today. Any problems?
rush approval
First, this counterparty is OK to trade physical power. I just spoke to Leslie, and she said it was OK to set up "Ameren Energy, Inc. as Agent " under one cpy id # for the three utilities and that's how they would trade. We spoke to Melissa Murphy on the Power Confirm Desk and she is going to set up a special confirmation template that will add the three utilities names to the confirmations before they go out. I think this is how Global Counterparty already set them up. If this doesn't compute, let me know... The Confirmations would then go out as Ameren Energy, Inc., as Authorized Agent for and on behalf of Ameren Energy Marketing Company, Ameren Energy Gathering Company, and Union Electric Company (d/b/a Ameren UE).
Ameren Energy, Inc., as Agent
At the request of David Minns their short name in Lotus Notes will be EAF (for Enron Australia Finance). David gave me a list of their masters, so I am going to enter just the names and agreement. David and Alison will flesh out the rest of the data when he gets back.
Enron Australia Masters
Leslie Hansen just called me and it appears the power traders have asked her to review the ETA for trading on the Dynegy Website. I told her we were meeting to develop a policy about the opening of such websites, that we had no board resolutions passed allowing the opening of them, nor do we have control procedures in place about where statements go, etc., so we can control and prevent "rogue" trading. She said before she sent this out she would contact you.
Dynegy Direct Trading Website
The Australia office gave me a list of their masters and I have entered them into the database. We still don't have copies. Further, I don't know more than if it's executed and the date. They need to flesh out the additional information that is required.
Enron Australia Masters
Mark Taylor asked me to run something on Online Trading by you. We got a list of questions on various Online Trading issues from the Products Control Group which appears to be the group the will be managing the Online Trading HelpDesk. One of their questions related to the desire of HelpDesk managers to periodically listen in on phone calls with the customer to ensure what they explained as a "quality control" over the responses given to customers on the HelpDesk. They explained it as being like when your credit card company has an announcement that says the calls may be monitored from time to time. Is this something we want to do? If we do, that brings up other issues, and we will have to run this by our outside counsel, Sullivan & Cromwell. Can you let me know your thoughts...Thanks!
Online Trading
Attached is a clean and blacklined draft of the changes to the ISDA Schedule. We have also attached the proposed form of Enron Corp. Guaranty and the legal opinions of Enron North America and Enron Corp. The opinions of Cadwalader with respect to the ISDA and the Guaranty will be sent shortly under separate cover from Susan Lobel at Cadwalader. It appears the only remaining issue on the ISDA is the "Conditions Precedent" provision which NYPA is still considering. Please let me know if these changes meet with your approval.
NYPA ISDA
Attached for your approval is the form of Enron Corp. Guaranty in favor of= =20 the referenced Counterparty, which guarantees the obligations of ENA under= =20 an ISDA Master Agreement. This Counterparty is an affiliate of the utilit= y=20 for the Province of Quebec, Hydro-Quebec. We will need the standard execut= ed=20 copy. Per my voicemail, we will need the executed guaranty by Tuesday, October 2= 4,=20 2000. Please let me know if this presents any problem. In addition, we will need the following closing documents: (i) Certificat= e=20 of Incumbency, (ii) certified board resolutions of the Policy for Approval = of=20 Guarantees (=01&Policy=018), (iii) certificate by the Treasurer or other au= thorized=20 officer certifying coverage of the Guaranty under the Policy, and (iv)=20 certified copy of Enron Corp.=01,s articles of incorporation and bylaws. Upon approval and execution, please call me at x33399 to pick up the=20 documents. Thank you for your assistance in this matter.
HQ Energy Services (U.S.) Inc. Guaranty
We have received the originally executed Letter Agreement amending the referenced Electronic Trading Agreement. Copies will be distributed. We also received the originally executed Password Application and Customer Registration Form. I will send those down to EOL and no copies will be kept in Legal.
ETA Amendment - ANP Marketing Company
Michael Corbally just wanted me to confirm the following with you. Per the list of Datasources you sent me, for France we've got Meteo France listed at the Paris address. We had a confirm earlier this year using Meteo France where we used their Toulouse address. I just wanted to confirm that the address we want as the standard address will be the Meteo France out of Paris, not Toulouse. If you'll just confirm that for me.
Online Trading
We have received an executed Assignment and Novation Agreement dated 8/16/00 where EOL commodity swap Deal No. 267025, transacted 6/23/00 originally between Amoco Canada ("Amoco Canada") Petroleum Company and Enron Canada Corp. The trade has been assigned as follows: Amoco Canada assigned its interest in the trade to BP Amoco Corporation ECC assigned its interest in the trade to ENA. Copies will be distributed.
BP Amoco Trade Assignment
There are a number of Argentina counterparties on this list that I will need your sign off on. Brent said he things they will probably be OK to trade Argentina Gas, but to run it by you. Can you let me know if you have any issues. I am going to have to add you to the distribution for my daily lists too. Initially, we should have a rush of Argentina counterparties, but after awhile, it should dwindle. The rule is, you have ONE DAY to respond or I will consider you have no legal problems with a counterparty on the list.
EOL Credit Responses 10/18/00
I'm having our messengers walk over two copies of the NDA initialled by Leslie Hansen. If you could have one of your officers, VP or above sign them, and then when fully executed by the Company, return the original to me. Thanks!
XUMA NDA
With respect to the "amends": Calpine Power: was already open for financial-no change to that approval Utilicorp. : I originally had Enron sales only for power, but Leslie is now telling me to open them for all power. Constellation: I originally had them shut down for financial, so I am opening them up. I originally had them shut down for power and they should stay shut down.
Counterparty Approval List for 10/23/00
Travis needs to get copies of the ETA's below. I don't know if there is someone here in Houston that can get them for him, or someone in London. I usually would have called Edmund on this but he's out sick for awhile. Can you track it down for us? Thanks!
ETAs
Attached are some of the new steel counterparties. I need to give EOL responses by Friday for all these counterparties. In addition, we should have more coming through, for a total of about 100-150 new counterparties we have to approve by Friday. I will need your responses, if any, ASAP, as I still need to fill in Legal's approvals and return them. Thanks!
Steel approvals
Mark, It seems to me Erica's advice needs to apply not only to this NDA, but probably all of the NDA's that are going to originate from the Houston based EnronCredit.com business team. Further, it should apply not only to NDA's, but their whole business they are originating from Houston, yes? Maybe you need to talk to Erica...
Tax Re: i2 Technologies
Michael Slade forwarded me your advice with respect to the Non-Disclosure Agreement with i2 Technologies. We appreciate your help on this. Per my conversation with Mark Taylor, this NDA will probably be the first of many coming from the EnronCredit.com business group located here in Houston and pursuing US based customers. We wanted to confirm with you that on a going forward basis that are no tax problems with these EnronCredit.com employees executing NDA's as well as other contracts here in Houston. Thanks for your help with this.
EnronCredit.com Tax Issues
We have received the Second Amendment to ISDA Master Agreement between Engage Energy US, L.P., now known as Coastal Merchant Energy, L.P. and ENA dated 10/5/00. This amendment makes certain credit changes to the agreement, including, but not limited to, changing Counterparty's Guarantor from UEI Holdings Inc., formerly know as Union Energy Inc. ("UEI") to The Coastal Corporation ("Coastal"). Copies of this Amendment and the new guarantees issued in connection therewith will be distributed.
Coastal Merchant Energy, L.P.
Jennifer McQuade called again to see if we had contacted Elzear Lemieux at counterparty re: comments to an NDA. If you haven't, his direct no. is 903/237-5408.
Eastman Chemical
I spoke to Ed Sacks in Credit re: AEP. We have an ISDA in place with AEP Energy Services, Inc. When they trade under that master they are trading for their own account. When they trade as American Electric Power Service Corporation they are actually trading as the service company for the family of utilities under their umbrella. So it's 2 different counterparties.
AEP Power Trading
The only online trading counterparty lists I am aware you see are the lists that originate from Houston Credit. London has their own lists of counterparties I never see. Do you think we need to get them to forward all lists with Japanese & Australian counterparties to you and Jane for approval?
Australia & Japan
The above counterparty is a really old one that appears to have come online before we opened up financial power for trading. It appears they never got opened up when it came online. Can we add them to tomorrow's list to open them for financial power. Much thanks!
Dynegy Marketing & Trade
My last notes on Denmark from Edmund were due diligence pending. What's the scoop on commodity derivatives, weather derivatives, credit derivatives, derivatives in general. Any restrictions on any other products? Thanks for your voicemail re: Enron Metals. I'll give you a call in the morning when I get in. I miss my Justy...
Denmark
For Massachusetts Electric Company and Navajo Tribal Utility Authority: you'll notice they want to trade power and we're shutting them down. Leslie has to call the counterparties and talk to them about their power status. They're not showing up on the FERC approved lists, so Leslie has to figure out how/if they can trade power.
Counterparty Approval List for 10/31/00
I have a bunch of NDA's coming thru, so I thought I'd send you an email: 1. Leslie drafted an NDA yesteeday with Proxicom, Inc. - I don't know if she ran it by you... 2. Ariba, Inc. 3. Commerce One, Inc. 4. Exodus Communications, Inc. 5. Financial Settlement Matrix 6. Interliant, Inc. 7. Inwarehouse.com 8. Oracle Corporation 11. Sabre Corporation
NDA's
The resolution giving Robert Cass and Sheri Thomas approval to execute Password Applications as agents and attorneys-in-fact has been executed effective 11/02/00. I will send a copy down to Frank Davis. The original goes into the Company's Minute Books maintained in the Corporate Secretary's Office on the 48th Floor.
ClickPaper.com Resolution
We have received the following executed documents from counterparty: 1. First Amendment to ISDA Master Agreement dated as of 04/27/99 between ECT and Engage Energy US, L.P. (i) making certain changes to setoff provisions and (ii) changing Counterparty's exposure threshold; and 2. ISDA Master Agreement (Multicurrency-Cross Border) between ECT Canada and Engage Energy Canada, L.P. executed 05/03/99, effective as of 01/31/97. Copies will be distributed.
Engage Energy US and Canada
Type of Contract: ISDA Master Agreement (Multicurrency-Cross Border) Effective Date: September 1, 2000 Enron Entity: Enron North America Corp. Counterparty: H.Q. Energy Services (U.S.) Inc. Transactions Covered: Approved for all products with the exception of: Foreign Exchange Confirming Entity: Enron North America Corp. Governing Law: New York Special Provisions: The Confirmation section prescribes using the form of confirmation contained in the 2000 ISDA Definitions or the 1993 ISDA Commodity Definitions. The timing for dispute of confirmations has been amended from the standard 2 days to 3 days. Confirmation Desk: note p.28 of the Schedule to the Master Agreement prescribes the rounding conventions.
H.Q. Energy Services (U.S.) Inc.
We just got the executed ISDA Master and guaranty in with the referenced counterparty, a subsidiary of Hydro-Quebec (you may have noticed my email). The Counterparty wants to trade with us online immediately. Can we get them on as an amended counterparty on Monday's list, and can we get them opened to trade financial on Monday?
H.Q. Energy Services (U.S.) Inc.
I am looking for the merger documents dated 12/30/99 wherein Devon Energy Corp. merged with Devon Energy Production Company, L.P., and PennzEnergy Exploration and Production Company, L.L.C. If you've got a copy can you fax it to me via 646-3490. Thanks!
Devon Energy Corp.
Just an update on the status of the signing. As of Friday, Duke supposedly had signed their documents but wouldn't fax them over because they didn't like the certificate that Enron Corp. provided with respect to the guaranty. Clement Abrams, Enron Corp.'s lawyer, spoke to Duke's lawyer this morning and is preparing an additional certificate that should address their concerns. He is getting it signed and will then fax it directly to them and give me the original for transmittal. I'll keep you posted on how things progress...
Duke Energy International
The above counterparty should be coming on tonight's list. We would like to open them for gas ASAP, and Credit is reviewing the financials now to give them some headroom on power. If you could let me know ASAP whether you have any issues.
RUSH Approval - ANP Power Marketing Company
I take it you signed off on this new product. It is pretty common that we just copy the profile for a similar product for the existing 1500-2000 counterparties. Let me know if you think this is a problem.
US Bandwidth STM-1
Scott, Can you pass on Mary Solmonson's memo to the appropriate London lawyer responsible for Norway power contracts. Mary is the head of Global Contracts here in Houston, and Phillipe Travis works for Mary, and just went over to London to work on getting systems in place for Global Contracts in London. Thanks for your help!
Norwegian Contracts
I also noticed the ISDA memo, and was rooting around looking for the attachments that went with it, and couldn't find them. There was also a few updates in a second memo there to some country opinions. If and when Mark calls in I was going to ask him if he knows where the attachments went, because the one will cost $100 if we have to order it.
ISDA Documents
Can we open up ANP for gas ASAP. They have been dying to trade. They want to trade power but so far Credit has not given them any headroom for power and they do not appear to have a FERC license in this name. We are working with them trying to figure out how they can trade power.
Counterparty Approval List for 11/07/00
A fellow from Western Publishing Company called Anthony Camppos in Global Contracts and said something to the effect that that wanted to terminate the master with us and trade(s) thereunder. He referenced Deal No. EK9839.1. I'm not sure by this note if the company is being liquidated or just this trades, but you might want to give them a call. Jim McClymont at (308) 532-7118
Western Publishing Company
We have a really old agreement with the referenced counterparty and I don't think we use it to trade under anymore. I spoke to the Confirm Desk and it appears all of our trading is under Dynegy Marketing and Trade. If you concur, I would like to inactive that master, since I'm afraid it might get attached for online trading.
Dynegy Power Corp. Master
Per my conv. w/Tanya, the above master should be inactived (which I have already done in Lotus Notes) and taken off the executed Master List. All the Dynegy Trading is done out of Dynegy Marketing and Trade. Thanks.
Dynegy Power Corp.
Dear Mr. Dune, At the request of Dovie Keprta, I am enclosing our proposed form of Non-Disclosure Agreement. I have also enclosed a blacklined draft showing the changes from the NDA you executed with Enron Broadband. If the enclosed meets with your approval, please have an authorized officer execute two copies and return them to me for execution by Enron. If you have any comments or questions, please do not hesitate to call me at (713) 853-3399.
NDA - Oracle
We have completed the revisions to anexb.doc (the document used to prepare credit for omnibus confirmations). It has been moved into the attorney forms bank and is located in atty.fms/swaps/current forms/anexb.doc. The prior form has been moved to atty.fms/swaps/old forms/oldanexb.doc.
Revisions to anexb.doc
At the request of Paul Finken, I am attaching our proposed form of Non-Disclosure Agreement. If the enclosed meets with your approval, please mail or fax an executed copy to me. If you have any comments or questions, please do not hesitate to call me at (713) 853-3399. My fax number is (713) 636-3490.
NDA-Purchase Pooling, Inc.
Attached is that chart that were supposed to replace with the current one on price volatility. I tried to open it up, but it was all gobbeldy gook. Maybe you could print it out for me and then I could take a look at it and if it looks OK we could just replace it with existing one. Thanks!
Price Volatility Graph
Your call to Mark Taylor in Houston Legal was forwarded to me for response. Mark is on vacation in Germany until the end of next week. Per your voicemail, you has some US market descriptions that you need to have reviewed. I just left Mark a voicemail on his cell phone, I'm not sure if I will hear from him tonight or not. If youcould email or fax me the document/information you need reviewed, I will run it by Mark as soon as I hear back from him. I'm sorry I can't be of more help for the immediate moment, but I will respond as soon as I hear from Mark.
Online Trading
As you requested, to clear up any confusion regarding the responsibilities of the paralegals in the financial trading group: We have four paralegals, myself, Susan Bailey, Samantha Boyd and Stephanie Panus. Marie Heard is no longer is our group, she works for Enron Broadband. Below are responsibilities of the paralegals in our group: Tana Jones: Primarily all EnronOnline issues. (1) I am the primary Legal contact for counterparty approvals for all Legal Groups. Individual contract problems should be sorted out with the relevant Legal group (i.e. physical gas, power, etc.) the same way as they would be resolved offline. (2) As my time allows, I try and help on ISDA negotiations, so if you see a master with my name on, feel free to call me. Day to Day Financial Contract Drafting and Questions: Can be directed to any of Susan, Samantha, or Stephanie. Copies of Executed Masters: Call our assistant, Taffy Milligan at x57373, she can get you copies. Merger/Name Changes: Stephanie Panus Executed Master List: Susan Bailey I hope this straightens things out!
Swap Group Paralegal Responsibilities
Mark Taylor has asked me to forward the attached email to each of you. Per Mark's direction and the email, we need to sign off, from a Legal (not business) perspective only, on the attached descriptions of the 12 product areas to be traded online. So far we have only received 5 of the referenced 12 descriptions. I will forward the additional descriptions to the relevant Legal group when I receive them. Per the attached email, Awais needs our Legal sign off by Friday. I understand Alan may be out for the rest of the week so the attached descriptions on Coal, SO2 and NOX will need to be approved by someone else in his group. I'm not sure who that would be. Could you let me know? Mark asked if Shari and Sara could sign off on the weather and pulp & paper description for our group. Thanks for your help!
EnronOnline Market Descriptions
I told the online people I had to shut them down for power because we didn't have them on any FERC lists. Below is their ph. # (when you get a minute! ).
Port of Seattle
Attached is the link that will allow you access to referenced database. Please note, that we have recently upgraded the database to add the ISDA definitions, branch offices approved for trading, and market disruption provisions. This information should be inputted for the new master swap agreements on a going forward basis, but we still need to go back and repopulate the data for the existing master swap agreements. Also, FYI, the "See" drop down is our nickname for the name changes and mergers reference. If an item is filled in for that entity it should show you any prior or new names for the counterparty. If there is anyone else who would like the link, please let me know and I will forward it to them.
Financial Trading Agreements Database Link
Can you please give Greg Johnston, Peter Keohane and Mark Powell, lawyers in our Calgary office, as well as their assistants Linda Sietzema and Sharon Crawford, full edit access to the Financial Trading Agreements database. Can you please let me know when their access has been granted. Thanks!
Financial Trading Agreement Database Access
Help me...I don't understand this LME Contract. Mark says that even though we trade it on EOL and the trade is still done directly with us, it is still considered an LME contract, and not a lookalike. I think I might need to talk to you about this tomorrow, because I'm confused. Also, I am getting a lot of calls from the MG people in New York about pursuing metals counterparties, and I think we need to figure out whether they should be talking to Houston or London Legal...I'm not sure who their lawyers should be...also, the online team here in Houston is pursuing their business, and it's not clear to me if I should also be having them call you about potential metals customers? Anyway, when I get in can I give you a call? Also, I left a voicemail for your assistant, I'm trying to track down Edmund's address so I can send him a gift, but no response? Do you know when he'll be back, or how I can get in touch with him?
Metally Deranged
On a going forward basis, can we add the type of corporation or entity the counterparty is into the "Corporate History" drop down in Lotus Notes (like Delaware corporation, North Dakota non-profit electric cooperative corporation, Texas state agency, or whatever). It helps me and some of the non-US lawyers with their approvals for EOL.. Thanks!
Lotus Notes
On Basin Electric Power Cooperative, Credit wants to open them up for power, but Leslie's records are showing they are not a FERC approved marketer. If we want to open them for power, we're going to need the name and phone number of someone at the counterparty so we can talk to them about their FERC status. For HS Energy Services, no change to my prior approval, which would have them open for all financial except Australian power. (Also, shutting down Argentina gas...)
Counterparty Approval List for 11/20/00
I was just speaking to Ed Sacks, and he asked if we could add a new Credit person to our distribution lists, Wendy Conwell, who will be working with Ed on the power counterparties. Her ext. is 30699.
New Credit Person
I checked with Sara, and Thursday at 2:30 pm is OK with us. Just let us know if the time changes. Should we come to Bill's office?
Orlando Utilities Commission
Can you please add my assistant, Taffy Milligan, on for full edit access to the referenced database. Can you also delete Shari Stack from edit capability, as she is no longer in our group. Also, can you provide me a list of the individuals with full edit access. I need to check to see if there are other people that have left our group or legal and credit that should be taken off. Thanks!
Financial Trading Agreement Database Access
Just an update, Susan Bailey, a paralegal in our group, will be working on the Confirmation, her direct no. is x34737, and Stephanie Panus, another paralegal in our group, will be working on the ISDA Master, her no is x53249. When you have that address and contact information ready for the counterparty, why don't you email it directly to Stephanie. If I can be of further help, just let me know!
Vermilion
Attached is the referenced agreement. Let me know if the notice information is OK with you. If so, I'll get it signed by Craig Breslau today, then bring it to you for countersignature. Thinking about that, what's your title? I'm not sure you have the authority to sign documents w/o special authority...
Energy Gateway Provider Agreement
Anthony, We have Confidentiality provisions in many of our swap agreements that prohibit us from providing copies of our master swap agreements to other parties, including, other Enron affiliates. All requests by non-Enron North America employees for copies of swap master agreements should be forwarded to the paralegals in the Swap Group to determine if the agreement will allow us to provide copies to such affiliate, or whether we would need counterparty approval to do so. With respect to the agreements listed below, I will take a look at those and let you know whether they present any problem. Andrew Wells 11/30/2000 03:00 PM To: Anthony Campos/HOU/ECT@ECT cc: European Contract Management, Tana Jones/HOU/ECT@ECT Subject: Our telecon re: ISDAs Thanks for your help just now Anthony. Please may we have access to the Financial Trading Database, as suggested. (Cheers Tana !!) For now, those needing access will be Matthew Allan, Stephen Furter, John Costa, Damian Faulkner and Andrew Wells. As to the specific ISDAs mentioned in our telecon, please may we have copies of 96030717 (ECTRL), 96031248 (Moravske Naftove), 96031232 (Risk Management & Trading Corp), 96016930 (State Street Bank) and 96030725 (Elf Trading SA). Many thanks again,
Our telecon re: ISDAs
We're going to have a Legal happy hour tomorrow at the Blue Agave, and it would be no party without you there. Hope you can make it (and ask any of your buddies in Legal you want to ask! ).
happy hour tomorrow
We have received the following fully executed documents back from EnergyGateway: 1. Provider Agreement dated 12/04/00. This Agreement provides that the Monthly Membership Fee of $1,500 shall be waived for the first six months of the contract, starting November 30, 2000 thru May 31, 2001. 2. Natural Gas Marketplace General Terms and Conditions dated 11/30/00. A copy will be sent to Sheri Thomas and Craig Breslau.
EnergyGateway.com, LLC, d.b.a. EnergyGateway
A woman named Janette Bertel at McLaren Energy just left a message for Genia who had just sent them a power master, that they also want to get an ISDA Master in place with us. The woman's phone no is 819/986-4616. If you could send up some credit for this, we'd appreciate it!
McClaren Energy
Bob, Per your request, attached are the online trading GTC's. It looks like Mark has all of them, not just financial. I'm going to talk to Stacy about this when she gets in, because I know she was talking about adding it in. I'll get back to you.
Online Trading GTC's
Matt and Denis, Can you help us with this NDA we need executed for an EnronCredit. meeting on Monday? If you could print it out on EnronCredit.com letterhead and have Denis initial it for signature. Because of time, Leslie can't initial this before we execute it, but we promise she will initial it before we send it out to the customer. Then, can you have it executed by an officer of EnronCredit.com and return it to me at fax nol 713/646-3490. Thanks for your help!
ERS NDA
I see you two are on the Reliant agreement. Deedy Russo, who is manager of contracts at Reliant, asked if we could contact them about getting an ISDA Master in place to replace the old ERMS Agreement. She siad we should contact Janna Lynn Galloway, a paralegal there. Her number is 713/207-5893.
Reliant Energy
Mark Taylor has asked me to forward to the relevant attorneys the following market descriptions. Obviously, for you, the weather one is yours, I sent the pulp & paper to Sara. We need to review the market descriptions from a legal perspective only. Awais is trying to get them back by today. Let me know if that will present a problem. He still hasn't got the liquids ones written, he says we'll have those by Monday. I am coordinating the responses, so please return any comments you might have to me for transmittal to Awais. Thanks for your help!
EnronOnline Market Descriptions
I'm just sitting here worrying about one of my side deals with Frank, so just to reiterate a global shut down (like-no one does Credit Derivatives unless we really mean it), no non-European based counterparty (in all probability, no counterparty originating from U.S. Credit) should be approved to trade European physical power products. They have licensing requirements similar to our FERC licensing. Thanks!
European Physical Power
Just wanted to let you know I faxed the OMnet Agreement over to Susan Gill today about 3:30 pm our time. I have the originals and asked her to tell me what address she wants me to send the originals to. I didn't date the front page of the agreement because I didn't know what date you wanted them to be effective so I'll leave that to y'all to work out. I'm working on getting the other documents signed and I guess I can get them all out in the same package, maybe tomorrow. I'll visit with you tomorrow about what to do.
OMnet Agreement
Per our conversation. 1. Replace front outdoor light fixture. 2. Add door numbers to bottom of front door (1920 Banks). 3. Add door knocker to middle of front door (cute kitty door knocker!). 4. Replace light in front sunroom with new light. 5. Fix window in back sunroom so it locks or closes (I'm afraid it would be easy to pry open, and we have had recent robberies in neighborhood).
Tana's List
With respect to the trade done today with Gases y Graneles Liquidos S.A., please find attached a Chilean Annex A for an Omnibus form of confirmation. Please attach this form and make an election for NY law as the choice of law. Along with the fax of the Confirmation to the Counterparty, please also fax a form of IRS Form W-8BEN and ask the Counterparty to complete the form and return it to us. Craig, can you talk to the Counterparty and make sure they send us back the tax form? !
Chilean Annex A
As we discussed, I am attaching our proposed form of Bilateral and Enron Protected Party Non-Disclosure Agreements. Please direct any comments you may have to Mark Greenberg at x58897. We appreciate your help with this!
EnronCredit.com NDA Forms
At the request of Bob Shults, I am enclosing a clean and redlined copy of the Non-Disclosure Agreement revised to include your comment. If the enclosed meets with your approval, please have the agreement executed and return a copy to me via fax no. (713) 646-3490. I will then have it executed by Enron and return a copy to you via fax.
Revised PVM NDA
I just left you both another message about this NDA. Their lawyer is calling from NY, and we need it signed now. His name is Robert Harris, his ph is 212/984-9112 and his fax is 212/984-9111.
NDA-Credit2B.com
Attached is the UK form of ISDA Schedule which should have the UK choice of law and arbitration language in it. I send it with a caveat that this draft is 2 years old. The London lawyers were gone by the time I got your call, so I couldn't check to see if they have revised this, so by copy of this to Matt Dawson, I am asking him to confirm that there is no substantive change in the choice of law or arbitration language.
UK Language you requested
Please find attached our proposed Second Amendment, which would replace the current form of collateral annex attached to the ISDA Master Agreement we have in place with an ISDA Credit Support Annex and Paragraph 13 thereto. If you have any questions or comments concerning the form please call me at (713) 853-3399 or Sara Shackleton, Senior Counsel, at (713) 853-5620. Tanya Rohauer in our Credit Dept. can handle any credit questions you have. Her number is (713) 853-3263. Thanks for your prompt attention to this.
Amendment to BOA ISDA Master Agreement
With respect to Commercial Risk Re-Insurance Company, a Bermuda company, although they are being sent thru to specifically open them for weather, Brent Hendry says I can't open them up until we review their Memorandum of Association (like their articles of incorporation) to confirm that nothing in them would prohibit this type of transaction. Can you contact whomever sent you the Password Application and ask them to fax their Memorandum of Association to us. Thanks!
Counterparty Approval List for 12/11/00
Attached are the revised descriptions for SO2 and NOX. Jeff Hodge signed off on the Canada description and said it looked fine in its current form. I will be faxing you this evening our comments to Natural Gas. You should have received weather by separate email from Shari Stack. Coal should be coming shortly, paper is being looked at by the business people and we will have it to you on Tuesday. The person responsible for power is out of the office, but will be back in town on Tuesday, and we will get you her comments then. Thank you for your kind patience.
Enron Online Market Descriptions
We are in the process of filing our annual hedge exemptions with the NYMEX for 1999. In connection therewith, I will need to provide the NYMEX with an updated copy of the alphabetical list of Enron Corp. and Subsidiary Companies. My last list was dated June 8, 1998. Thanks Kate, as usual, for your help!
Enron Corp. and Subsidiary List
Just wanted to check on how the financials are going. My goal is to get everything ready no later than the first week of June so I can problem solve before I have to file by June 11th. When the financials are ready I need to get them certified by the highest accounting officer. Last year that was Drew Lynch who signed as Vice President, Business Analysis and Reporting. Will he be signing again?
ECT Financials
I am getting ready to fax you Steve Kean's comments to the language. Steve Kean is marking this material as to regulatory information only. Not as to legal. He told me he also passed these market descriptions to Karen Denney in Public Relations for her comments and she supposedly is going to send her comments to me for forwarding to you. I will let you know as soon as I receive your comments.
Market Description Language
After our meeting last week I spoke to Mary about getting a list of the products trading restrictions in our financial master and I haven't received it. With Mary out I don't know who to contact to get it, can you help me with this? Also, would it be possible to get a list of the global contract numbers for our financial masters? Thanks!
Online Trading
Mike, You may recall that I have asked that Brent Hendry, an attorney in our Buenos Aires office, be given access to our Lotus Notes Master Swap Agreement Database and that appears not to have happened yet. Can you please let me and Brent know what needs to be done to grant hims access. Brent will also need additional attorneys added to the database. Brent, can you provide Mike with a list of any other individuals (Legal/Credit/Secretarial only) you would like granted access. Mike, it also appears Brent would like to copy our database to set up a document tracking database in B.A. Who should he contact here to get a new database created similar to ours? Thanks for your help!
Lotus Notes Master Swap Agreement Database
Brent, I have asked several times to get you access to Lotus Notes. If we don't get you access in response to this latest email, we may need to kick it higher. Hope you are doing well...we miss you!
Lotus Notes
I just thought of one other thing we need to discuss with Credit in our meeting. I've asked them to get back to me about this several times and haven't heard. In the collateral annexes, we have interest on collateral computed at 360 days. So we don't have problems with Canadian counterparties, I would like to change that to 365/366 accross the board. I asked them if there was any specific reason why we've got interest on collateral at 360, like maybe it's the custom in the bank/dealer markets. Anyway, I'd like to get that answered.
I just thought of something else
That power shortage Friday cut us off in the middle of our conversation about the appropriate tax language to use for a confirmation evidencing a trade between Teeside Power Financing Limited and RMT. I have attached the proposed form of confirmation. I have combined in it the usual tax language we have in RMT confirmations along with the language we use in a cross-border trade between a Delaware corporation (usually ECT, now RMT) and company (Teeside Power) located in a treaty country acting exclusively through non-U.S. branches (England). Please let me know if the tax language meets with your approval.
RMT Trade
I don't know if your directory is supposed to be the place where all the most current GTC's are kept, but there have been some changes while you've been gone. I think Stacy has created new firm GTC's, and Leslie Hansen has revised the power to change the tax language and also change some of the reps. I told her to coordinate any changes she might have with David Forster. Janice has also been revising her forms to deal with some EFP issues.
Revisions to Online Trading GTC's
It's not clear to me that our draft of the referenced agreement is the latest. Mark thought London may have made some additional changes. Can you email me the latest draft. Thanks!
Electronic Trading Agreement
Blue Range Resources Corporation is an executed ISDA Master we have for ECT Canada that went into bankruptcy. It shows up on my list because I'm working off the original list, but it is not a good Credit counterparty so it doesn't show up on Credit's approved counterparty list. I just want to make sure that we don't send them any mailouts.
Bankrupt Counterparty
I've found a great website to check on utilities (trying to figure out if a counterparty is one, or whether its a governmental one). It's at www.utilityconnection.com. It even has non-U.S. utilities. When you have a minute, give it a look.
Great Web Site
Taffy, can you check Grant's list against our list of executed masters for ECT Canada. The Canada office is missing some of the masters we have in place, and we have to provide them copies. See me and I'll show you how to do a sort on Lotus Notes to figure out what executed masters we show Canada has in place, vs. the masters they think they have in place. Thanks!
Canadian ISDA list update
Per Bill's email, I faxed a proposed form of Enron Corp. Guaranty to the counterparty. Please do not approve any trades with this counterparty until due diligence is done on Italian law, which appears the be the place of incorporation of the counterparty. I will not assign the review of Italian law to an attorney until we receive your credit worksheet. If you feel we need to proceed with this now let me know and I will get someone to start looking at it.
Banco Nazionale del Lavora
I have been trying to get Brent Hendry and Andrea Calo (attorneys in our Buenos Aires office) access to the Houston Legal Department's Lotus Notes Master Swap Agreement database. I understand that you are the person that can get them access. This will continue to be an issue as we expand our trading offices around the world. Can you let me, Mark Taylor, the Assistant General Counsel for trading, and Brent know what we need to do to get Brent and Andrea access. Also, Brent wants to copy our Master Swap Agreement Database to create a database for the Buenos Aires legal contracts. How does Brent go about getting this new database created? Thanks for your help!
Lotus Notes Master Swap Agreement Database
Mary, although this presentation is for the Legal Dept. I thought maybe if you have a representative from your group there it might be helpful. Do you have someone, like Mary Gosnell, that you would like to attend? Let me know, and I'll get their name added to the list.
Lexis Luncheon - Wed. 9/22 11:30 - 1:00 EB46C1
We do not have a copy of the executed agreement for our files. Can you have one of your assistant's copy it for me as well as any relevant guarantees, credit support documents, etc. Much thanks...
BP Oil International Limited
Mark Elliott just introduced me to another charming aspect of English culture, the Morris Men. I've got their website bookmarked. Y'all are a goofy bunch. Dancing around in strange costumes, beating each other with switches. It's funny, each one of you imparts different aspects of English culture to me. I am constantly amused! If y'all would only cheer at marathons...!
My education continues
I'm working with Mark on approval of our counterparty lists for online trading. Mark asked me to contact you about the approach we should take with respect to financial trading with Singapore counterparties. Should Singapore be approved for all types of trading with all types of counterparties? Are there are special counterparties we shouldn't approve for trading outside the governmentals, such as the utilites? Are there any products that might not be approved for trading out of Singapore, such as weather, or any others? Are there any special types of reps we might need to include in our agreements? Any guidance you could give us with this would be most appreciated! How are you and the baby doing? We hope to see pictures on your next trip over!
Online Trading
I spoke to Mary Solmonson about the chain of command in IT. Obviously, everyone reports to Phillipe Bibi in the end. She looked up Gary Bode, who Michael Neves, our Lotus Notes contact, reports to, and Gary is a Manager, but she didn't see his direct boss on the chart. She suggested for the Fishkin Project that we try and use Inja Chun, a woman she says is very good, or Chris Behney. (She said we could have her, but she would be very expensive!...just kidding!) I'm going to give Danny Clark a call to see who at EES is using Documentum to manage their documents. Perhaps we should set up a meeting to talk to Phillipe Bibi about the Fishkin project, so we make sure we get a good person assigned to us. What do you think?
IT Systems People