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Gerald - In your spare time! !, I need your help in locating a copy of the Hubbard Compression deal (restructured in June 2000) closing documents. Please let me know and I can come by to make a copy. Thanks, Lisa Druzbik
Hubbard Restructuring - Closing Documents
Geetings Kevin: Wanted to touch base to make sure that CNRL signs agency papers, preferably before we do the release on PGT's electronic board. Gerald Nemec is our attorney and he has put together language surrounding our responsibilities for other agency deals. As I understand, we will mangage all aspects of the transporation agreement which includes review of invoices and the ability to net transportation charges from the supply payment. Please advise if you need assistance from either Gerald or me in this regard. Thanks,
CNRL release
Greetings: Gerald advised that we will need to raise a new master with CNRL to accomodate the transfer of capacity and the associated agency arrangement. Can you please send the existing paper to him to use as a guide? Gerald's phone no. is 713-853-3512. Also, PGT needs to make a manual adjustment to the releases - therefore they need the deals loaded and ready to go before the 1:00 CST deadline. We don't want to wait till the last minute in case there are other "fixes" that need to be done. Please call Kim Olinger ASAP - 713-853-7504. She has everything ready - just waiting on your direction. Regards,
CNRL Master
Here is my attempt at modifying the letter to conform to our discussions this afternoon. The redline markings indicate changes to a clean version of the draft sent yesterday. This draft incorporates a slightly modified version of the confidentiality statement you provided earlier today (changed Parties' to Party, etc.). Please acknowledge receipt. - GulfExpediteLetter2.doc
Construction Expedition Letter
Gerald, I gave confusing instructions to Daphne for the last draft and it was not what I wanted. Attached is a clean draft with the edits I suggest. Bill - GulfExpediteLetter2clean version2.doc
Another Draft
Gerald/Ellen Please review & edit as necessary. If possible, once "buffed to a shine", I'd like to be able to insert this language into the GTC Confirm template above Notice information. This particular scenario is for Unimark LLC (deal #1146397). Language Take 1: Payment Terms: As hereto agreed, payment by Buyer to Seller for gas received by Buyer during the preceding calendar month shall be made payable by wire transfer on the 25th Day of the Month following delivery. If the due date for any payment to be made under this Agreement is not a Business Day, the due date for such payment shall be the following Business Day. Please let me know as soon as possible as this is a Nov Production deal that has not yet been confirm & also due to the prior conversations Settlements, Judy, Lisa & Contracts has had with the CP. Thank you!! !
Special Language for ENA Upstream GTCs: Pymt Due Date = 25th
As we discussed, I wanted to confirm LRCI, Inc.'s consent to our recordation of the map referenced in Exhibit A of the Act of Sale as a part of the Act of Sale pursuant to which Reliant Energy Gas Storage, LLC purchased real property from LRCI on November 26, 2001. If this is acceptable, please so indicate by responding to this email. Thanks!
Recordation of map referenced in metes and bounds description
I have decided to sell my entire 401k and spend the money on beer. If you chip in your 401k, and if we act quickly, I think we could get a full case of the good stuff. What do you think about that plan? Paul
Let's Party
The following is a letter dated today, November 29, 2001 regarding the above referenced. Immediate attention <<Ltr Sitter and others 112901.doc>> requested. - Ltr Sitter and others 112901.doc
Kennedy Oil and Enron North America Corp.
Gerald, Following is a spreadsheet with a list of the copies requested/provided. If you need additional copies, please let me know. I'm on my way to deliver the rest of the copies in about 5 minutes. Also, the PDF files mentioned on the spreadsheet are too large to send together. I will send special emails with them. Thanks, Susan Elledge 5-9989 Thanks Sylvia and Linda! !
Requested copies of contracts
Good Morning All! I will be taking vacation for the following days: 12/4 12/5 12/6 I will be in the office this Friday 12/7. My backup assistant is Mary Helen Martinez and she can be reached at x 52459. Please feel free to send email or voicemail and I will respond immediately upon my return. Thank you!
Keegan Farrell - Out of Office/Vacation
FYI, Today is my last day at Enron. You have all been fabulous to know and work with. I consider my life to be richer for knowing you all. Today is the dawning of a new life for me. I am very positive and feel that God will guide me into the Hope and Future He has for my life. I thank you all for your friendship and will always cherish the memories we have made together. I pray that you all have a bright outlook on your future and that you would be assured of the hope and future that awaits each of you. Each of you have made a great contribution to my life. I love you all. Thank you for everything, especially the opportunity to know and work with you. I will keep in touch. Feel free to contact me any time! My contact info is as follows; effective immediately I can be reached at:
Farewell
I want to thank eaach of you for all of your support and friendship. I have thoroughly enjoyed working with you. I know we all have a long list of contact with whom we would like to stay in contact. I also know it will be difficult. To the extent possible, I would like hear from you to know how you are doing. I wish the best to all of you. I hope our paths will cross again soon and often. My contact information is
Judy Thorne's contact info
Gerald, Tomorrow is the discussion among the Commissioners and Staff of the staff recommendation on the territorial dispute. No one else is permitted to speak. In light of recent developments do you want me there? Bill
Territorial Dispute
Gerald, I just received a copy of the revised LIG invoice from Bob Walker. They are now billing Bridgeline for the amount owed. I am concerned that Bob states in the letter that I provided Bridgeline's costs on their behalf. Any thoughts as to what this might open up? Thanks,
Revised LIG invoice
Lou/Gerald My understanding is that Bridgeline is a pipeline joint venture in which we own a 40% equity interest (but share control 50/50). The other owner is Texaco. Earlier in the year, we were looking at trying to sell our interest but there is a ROFR in the Contribution Agreement which restricts our ability to do this. I believe that the ROFR expires in March or April of next year and am curious to know what impact ENA's bankruptcy may have on this ROFR. In other words, will the bankruptcy filing have the effect of invalidating the ROFR? The answer may depend on the actual owners of Enron's equity interest. Gerald - would you please provide any information about Bridgeline that may be helpful in answering these questions and also confirm the information provided above. While this is not a fire that needs to be put out immediately, there are a number of issues relating to Bridgeline that should be dealt with simultaneously (and some of those other issues do require more immediate attention). Thanks in advance for your assistance. Stuart
Bridgeline
My Enron 401k quintupled in the last three days. Wish it had started at $26 instead of 26 cents. Nevertheless, I am back to using a comma when I write out the value. Yippee. Paul
Wow
Gerald I work for Karen Gruesen, and she is out today. She wanted me to ask you if you thought the LIG Invoice calculation looked correct. Thanks
LIG Invoice
Dear My MapQuest Member: In the near future you may notice some changes to the MapQuest Web Site intended to offer faster, easier access to the information you need. Beginning in December, you will be able to save addresses, maps, directions and trip plans without logging in or filling out a member profile. As part of these changes, My MapQuest will be removed from the MapQuest Web site. The My MapQuest Address Book, as well as your currently saved maps, routes and trip plans will no longer be available on or after December 11, 2001. If you are currently registered to receive MapQuest's e-mail newsletter, you will continue to receive our free e-mail service full of travel tips, road safety information and additional MapQuest features. Your name, e-mail address and ZIP code will be kept on file in accordance with our established Privacy Policy. Additional personal profile information from your My MapQuest account will be deleted from our database. If you are not registered to receive the MapQuest e-mail newsletter, all of your stored profile information from your My MapQuest account will be deleted from our database. New features coming to the MapQuest Web Site in December: Recall up to ten addresses to quickly create maps and driving directions. Save and retrieve up to ten maps with the click of a button. Recall up to five routes quickly and easily. Save up to three trip plans for easy future reference. Do it all without logging in! To enable these new features MapQuest will store information in cookies on your computer. Use and storage of cookies by MapQuest is addressed in our Privacy Policy . We thank you for using MapQuest and hope these enhancements will make MapQuest easier, faster and more convenient. If you have any questions, please contact us at info@mapquest.com. Thank you for using MapQuest!
MapQuest Membership Update
Hey there! Saw your brother again last night. Where were you? I think I have given up on Taco Milagro. Very nasty crowd that hangs out there now. I say that every week..but it's just so close to my place that it makes it easy to hang out there and then not have far to drive home! Anyway, sometimes your brother acknowledges me and sometimes he doesn't. Maybe he didn't see me. What are you up to this weekend?
Hey
Gerald - Please review the attached letter requesting LRCI's approval of surveyors we desire to use for the post closing survey. LRCI has previously approved Miller Engineers & Associates. This letter requests the additional approval of Hydro Consultants, Inc. Hydro Consultants was the firm hired by Enron Storage Company to perform their survey in April, 2000. Please have the letter signed and returned to me at the address below.
Post Closing Survey for Napoleonville Property
Gerald, our group for service contracts are still in tact. Linda Harris, at 345-6488 or Jane Scelzo at 345-6489 can help you with this one...I think. I do not see it listed, but it could be something pending. Linda and Jane, he thinks one of the entities in ETS might have a contract for some work that's being done in the Gulf Coast Region. Could it be an EE&CC contract? Gerald will be calling one or both of you for your assistance. Thanks.
PBKBB
Could you send me the latest version of the Kennedy Proposal/Contract? Mark said you sent it to him yesterday afternoon, but he is out today. Thanks,
Kennedy Document
Eric, We need to get the physical gas delivery issue resolved. TW is scheduled to deliver to ECS which was contracted with ENA for a fixed price for each of the stations ( [Bisti & Bloomfield or Kachina] and Gallup ). The total volume for Dec.01 according to TW and my best determination at this time is 342,560 MMBtu which ENA has not scheduled reportedly because they do not have a counter-party that will transact. This gas volume and the resulting cash flow into ECS Compression Co. LLC is a large portion of the monthly cash flow required to fund the billing expenses. Gallup Sta. - 81,605 mmbtu's (Annual Charge Conversion) appears to be a $2.35/mmbtu price for this year 25,521 mmbtu's (Compression Service Charge) appears to be a $2.44/mmbtu price for the term 107,126 mmbtu's for the month with a resulting $2.37144/mmbtu blended price Bloomfield - 110,240 mmbtu's (Compression Service Charge for Oct. power billed in Nov. 01) Bisti - 125,194 mmbtu's (Compression Service Charge for Oct. power billed in Nov. 01) 342,560 mmbtu's for the month of Dec. to ECS I'm not 100% sure of the pricing on these transactions but possibly with your information and Gerald Nemec's input we can determine and confirm. TK Lohman at TW called with a buyer for the Dec. 01 ECS gas. Scott Walker w/ Richardson Products 817 810 9385 frequently buys TW's operational gas that is sold intra month. The most direct method of handling the gas is to have ENA sell the gas & the proceeds directly flow back to ECS (if that is possible). ECS doesn't want the gas sale to roll into the ENA bankruptcy process. Otherwise ENA would need to assign ECS the ability to sell the gas directly but ECS would then need to execute a TW Pooling Agreement (or something) and there may be issues with ECS marketing gas directly. Let me know what blanks you can fill in. mk
TW - Physical Gas Delivery for Dec.01
Attached is my draft of the "two-pager" for LLC. Obviously it is going to be a bit longer than two pages. Please take a look and provide any comments that you might have. Also: 1) Gerald please provide summaries of the debtor contracts as you did for NNG and also respond to the issues that have your name by them in the memo; 2) Karen - please continue your efforts (in cooperation with Mark) to provide the revenues/expenses both actual and forecasted to be attached to the memo; 3) Mark - please provide the deal structure diagrams for the deals (obviously you already gave me Gallup - but please forward to me electronically) and also respond to the issues that have your name by them in the memo. I really would like to have this memo completed by mid-day tomorrow so that I can get it to Patty M as promised. Thanks in advance for your efforts. Regards
ECS Compression Co, LLC ("LLC")
Nelson, Attached is the Zero Tolerance Reciprocal Keep Whole language that has the tolerance references removed. Please let me know if you have any questions. Judy
Zero Tolerance Reciprocal Keep Whole
As both of you are well aware, ENA currently owes Midland Power Cooperative ("MPC") past due amounts for power delivered pursuant to an Agreement for Purchase of Power dated March 31, 1995 by and between ENA and MPC, as amended. I am working with Chip and Dave to determine if we can pay the past due amounts. Two questions need to be answered ASAP: 1) Is there any other entity that might be able to supply the power if ENA defaults under its agreement with MPC? 2) Is MPC considered a "utility"? Dave has learned that "utilities" cannot refuse to serve entities in bankruptcy on a going forward basis for failure to pay pre-petition obligations (so long as adequate assurances of future payments are provided). Gerald, you might need to consult with one of the bankruptcy lawyers to see how this determination is made. Please respond at your earliest possible convenience. Thanks
ENA - NNG Hubbard Transaction - Past Due bill from Midland Power Cooperative
Janie may have a market for this gas in January - She needs to know immediately what volume to sell. Is the volume still 11,692 mmbtu/day or does it fluctuate each month based on price? Please advise ASAP - Thanks
ECS Sale for January
Greetings Randy: Did you ever make the sale to Scott at Sid Richardson? (or anyone else for that matter) If so, please get the information to Gerald Nemec. Thanks.
ECS Sale
check out the following websites for airfare: www.orbitz.com - the best so far. www.cheaptickets.com www.hotwire.com - with this one, you see the offer but won't know the airline or flight times until you lift the offer register for sidestep and it will show you what priceline offers anytime you look for airfare under any other platform Then of course, there is expedia and travelocity - but they tend to be more expensive. Also, sometimes when you check the same website again 5 minutes later, it will show a better price. Don't forget - tomarrow is 7 days in advance (that might matter) p.s. If you want to see how UN attractive my friends are - we are going to be a the wine bucket (new place - W. Alabama just east of Kirby) at 6 pm tonight. Suzanne, Camille, Jeanie, Lori, Elizabeth. You can check Camille out for yourself. Bring others along.
denver
Attached is a cash use approval request for the cash distributon for 4th quarter to the investing partner of ECS, LLC. Please review the form as soon as possible as I would like to get this on the five day rollforward list in the morning. Payment is due on 12/28/01 as our investing partner EMP ECHO has an obligation to pay their creditor on 01/02/02. Patty Melcher, representative of EMP ECHO, called today requesting a status update on outstanding issues relating to ECS, LLC including this distribution. Funding for this distribution is to be made out of the ECS LLC's bank account which has sufficient funds to make this distribution as well as the outstanding electricity invoices. Karen Gruesen will send a follow up e-mail confirming the balance in the bank accounts. Karen and I are continuing to work on the financial statements and as discussed with Patty will be forwarded as soon as completed for the first three quarters of 2001 which had previously not been completed.
Pay request for ECS LLC Partnership distribution
Mary, Attached is a letter notifying Socal Gas that Enron Administrative Services is no longer the authorized marketer for Jefferson Smurfit Corp & Stone Container Corp. Please let me know if you have any questions. Thanks,
cancellation of authorized marketer for Jefferson Smurfit & Stone Container Corp.
Hey guys, I'm wondering if either of you can locate transaction diagrams for these projects. I can't locate any of the ECS working files (don't know what Hilgert did relative to the move). Let me know, mk
Kachina, Bisti and Bloomfield info
FYI . . . The attached order on the territorial dispute was issued 12/21. The time frame for WFEC to file a motion for reconsideration of Order No. PSC-2499-FOF-EU with the FPSC expires on Monday, January 7, 2002 (15 days from the date of the order is Saturday, January 5, 2002, therefore the time for filing is extended until the next business day). If a motion for reconsideration is filed, we have 7 days in which to serve a response. The time period for pursuing an appeal to the Florida Supreme Court is tolled until the FPSC disposes of any motion for reconsideration. If no motion for reconsideration is filed, then the time frame for filing a notice of appeal to the Florida Supreme Court expires Tuesday, January 22, 2002 (30 days from the date of the order is Sunday, January 20, 2002, and Monday, January 21, 2002 is a holiday, therefore the time for filing a notice of appeal is extended until the next business day).
FPSC Docket No. 010441-EU
Eric, As we discussed, we need to take the most recent invoice from PB-KBB (the contractor that is responsible for injection of gas into Napoleonville) and have them bifurcate the bill into pre-bankruptcy and post-bankruptcy amounts (using 12/2 as the date of bankruptcy). In the meantime, please prepare a Cash Use Request Form for the post-bankruptcy amount (Doug Sewell can assist you on this) for consideration by the Cash Committee. [CHIP PLEASE CONFIRM THAT THIS IS THE APPROPRIATE COURSE OF ACTION] Also, please forward Gerald's draft of new agreement to PB-KBB for their consideration along with any proposed changes to the scope of work description.
PB-KBB - Construction of Cavern #1 (Napoleonville)
Brian, Have you had a chance to review Gerald's latest draft of the Amendment? I would like to be able to send it to Gary ASAP. Let's talk about this at your earliest convenience to make sure that we are all on the same page. Stuart
Dow Lease Amendment
Any word from Bridgeline regarding their (i) level of interest/ability to purchase the pad gas in Caverns #13 and #14 and/or (ii) willingness to pay the lease payment for Q4 directly to Dow? Please advise. Stuart
Bridgeline
I sold 15,000 mmbtu for today's flow (jan 2) at the GDA midpoint - TWPL - west TX pool - $2.53 Scott will call tomorrow to see if he can buy it for gas day Jan 3. Paperwork will get faxed to Gerald. Please call if you have any questions. Stephanie
ECS gas sale
Ed and Gerald, Brian and I spoke with Randy Curry of Bridgeline earlier today regarding a deal that we are trying to put together in order to sell the pad gas (in place) from Storage Caverns #13/#14. During that conversation, Randy indicated that: (i) ENA's default under its storage and transport agreements with Bridgeline impacts the Bridgeline partnership itself (and that there are certain side agreements that spell this out) and (ii) Bridgeline would reject any efforts by ENA to remove its gas inventories from storage facilities owned by Bridgeline. Bridgeline contends that ENA is permitted to pay all past due amounts and provide adequate assurances for future payment on its storage and transport deals as there is a bankruptcy order in place that allows the debtors to pay common carrier liens and warehouseman's liens. I asked Randy whether he had sought a lawyer's opinion regarding whether Bridgeline could be properly classified as a common carrier and/or warehouseman - he said that he had. Gerald please advise regarding Randy's assertions above. Ed, please let me know if you are already looking into either of these matters. If not, my guess is that you will be interested in hearing more. Regards
Bridgeline Partnership and Storage/Transportation Deals
Gerald, could you give me the name and phone number of the woman who cleans your house? We're going to hire her if she's available. Sorry we didn't show up at the GK. Eric was lame and wanted to go home. Was it fun? Do you have a football game to go to this weekend? Talk to you soon. jenn
Help! My house is a mess.
You are invited to four upcoming HYLA events: Thursday, October 25th - Final Thursday at Tony's Final Thursdays are a great chance to network with HYLA members at cool places around Houston! 1801 Post Oak Boulevard from 6-8p.m. Complimentary Drinks and Hors d'oeuvres Free for HYLA members and $20 for non-members Graciously Sponsored byCorel WordPerfectandToday's Legal Staffing Thursday, November 8th - Judicial Night Out at the Houston Rockets game Join members of the judiciary and other HYLA members as we cheer for our Houston Rockets as they take on the Philadelphia 76ers! Tickets are $19.50. Seating is limited. RSVP ASAP to George Murr at (713) 651-5465 or gmurr@fulbright.com Thursday, November 15th - An Evening with the Judiciary Quite possibly the best HYLA event of the year! HYLA invites all of the state & federal local judiciary to an evening at Brennans. Come mix and mingle with the judiciary and other HYLA members while enjoying delicious food! Brennans 3300 Smith Street 6-8p.m. Free for HYLA members and $20 for non-members Thursday, Nov. 29 - "The State Court Basics" A great CLE opportunity for HYLA members! When: November 29th, 1:30 p.m. to 4:30 p.m. Where: 129th District Court; 1019 Congress, 16th Floor How much: $30 for HYLA members and $40 non-members. Speakers: Featuring several judges including Hon. Pat Mizell, Hon. Levi Benton, Hon. Jane Bland, and Hon. Tracy Christopher Topics (include): The "Inner Workings" of the District Clerk's Office; Effective Motion Practice; Handling Discovery Disputes; Tips on Trying your First Case; and The Mechanics of State Court Voir Dire. CLE Credit: 2.5 hours of CLE credit has been requested (.5 is ethics). Contact Kim Diepraam at (713) 224-4952 or hyla@hyla.org for more information. Hope to see you at these upcoming HYLA events! Please bring your HYLA eligible friends!
Houston Young Lawyers Association - Mark Your Calendar
Gerald, Attached is a draft of the agreement for the ROWs requested by Bridgeline. Would you please look it over and make any necessary changes? Thanks,
Bridgeline-Crawfish ROW agreement
Gerald, As discussed, insert the confidentiality language and print out on letterhead and initial. We will be getting Jean's signature in the morning. Please note the sentence add for financing extension negotiations in Section 10.a/b and see if you concur. Thanks,
Oakhill LOI
I am currently working on a form for the master netting without the CSA. It is somewhat complicated--so if you have such a request, please await the new form. Do not try to do it yourself. Thank you.
Master Netting Without Margin/Collateral Provisions
As the requests are increasing for netting agreements, please do utilize Cadwalader for help. They are ready. Contact Rick Antonoff (212 504 6759) or David Mitchell (212 504 6285).
Cadwalader
In celebration of my birthday this weekend my brother and a good friend of mine are coming to Houston Thursday night through Sunday. We are going straight to PF Chang's on Westheimer from the airport, and should be there no later than 7-7:30. After dinner we will head over to Taco Milagro or similar for the rest of the night. This is an open invitation to anyone who would like to meet us at either place. My cell is 678.592.8550 if you want to get an update. Hope to see you there, and please feel free to pass this on.
Thursday Night
There exists another receivable financing covering power receivables structured at the corporate level. I am working with Trey Cash and Melinda Winn to extract the receivables to enable the master netting agreements to be executed. For now, please touch base with me prior to initialing any master netting that includes power. Please note we are still working on the extraction from the gas receivables as well.
READ THIS NOW RE MASTER NETTING
Good afternoon, When you get a chance, please let me know if you would like for me to order you a 2002 calendar. If so, which kind? You may want more than one type. Just let me know and I will be more than happy to order what you want. Thanks!
2002 Calendars
As a point in clarification, in Section 2(a) of the Master Netting Agreement the parenthetical "(including automatic termination, if applicable)" should be deleted. Here are the new forms with the deletion made in them. Since the form is amending the underlyings to not include automatic termination, the parenthetical should no longer be included. Further, see the attached once again revised process (hopefully this will be the last revision for a time!). Changes are in bold and deal with the gas receivables financing and credit sign-off. To the extent a counterparty will agree to a 25th of the month effective date, do so, as it fits our physical gas billing cycle and makes it easier to pull out the receivable from the gas receivable financing.
Revision to Master Netting Forms
Hey guys, I have brought the digital camera today. I will be leaving around 12:30 to make an optical appointment, so if we can get together for about 3-5 minutes at your convenience, I can have your pictures on the internet by Monday. Let me know what is good for you....
Digital Pictures
DO NOT SEND YOUR STATUS UPDATES TO KITCHEN, BRADFORD, ROHAUER, JUST TO ST. CLAIR AND COOK. WE WILL SUMMARIZE FOR THEM, THEY DO NOT WANT SEPARATE EMAILS FROM EVERYONE. THANKS.
Master Netting Agreements Status Upsdates: READ
Gerald, There are a number of things that have come up on which I hope to get your assistance, concerning both Dow wells 13 and 14 and the land sale to Texas Brine. Starting with Dow, I have written a (very rough!) draft reply to Gary Chapman's letter of October 2 regarding a new amendment to the Brine Services Agreement. We still would like them to buy the pad gas, but, given the equipment purchases needed if we do have to remove the pad gas, we have to have a concrete deadline for whether they will buy the gas (Dec. 14). Even so, in talking to Dave Owen it seems to me that the equipment may not be installed for rebrining by the time we exit the wells. How do we handle that type of delay contractually? Dave Owen has told Dow that we are not interested in allowing the fresh water option that Dow suggested in their letter, so I did not even address it here. I think they understand that we want no part of that. Perhaps we can discuss these and other issues after you've read the draft. As for the Texas Brine land sale, Jean has asked me to draw up a timeline to close. I have spoken to the Texas Brine folks, and unless something goes really wrong with their environmental analysis, we all expect this to close by the end of November. The timeline reflects this, but I would like you to take a quick look and see if I am missing anything, as there really are not that many steps. TB has not gotten back to us on the draft sale document, but I'm hoping to get it soon. There has been a bit of delay as they have requested access to any environmental assessments we have done on the land. All the channels I have pursued tell me there has never been anything done by Enron (per Kyle Purvis). If you know anything about this, please let me know! Do you have a draft of the easement agreement (?) for the March land sale? I don't have alot of details about location etc, but I think I could find them out if necessary. Perhaps while we are waiting for a reply on the sale doc we can hammer out the language for the easements on that and on the new land sale. I think that's it for now, have a great weekend and please let me know if you have time to talk early next week. Thanks! Eva
Napoleonville Items
Lisa, I have worked through all of the issues and questions that Mariner had on our Keep Whole language. They are ready to see our official confirmation. Please prepare the confirmation with the attached documents. Gerald Nemec had prepared the language in these documents specifically for this counterparty. Judy
Mariner October confirm
please add Fred Lagrasta Vice President for signature authority for ENA Upstream Company, LLC effective immediately. This is pursuant to the restructuring of ENA UPstream and producer wellhead groups sent in a memo to ENA employees 10/24. If you have any questions or comments, please let me know. lisa 5 4766
signature authority for ena upstream
I was not successful in getting a telephonic meeting scheduled last week. Please let me know if you are available this week, specifically tomorrow afternoon or Thursday afternoon. Thank you!
Texaco Arbitration
Gerald and Judy, Shawyne Smith has made the following deals with Unimark LLC pooled and committed wells ( 1063501, 1033968, and 1063576 ) which include pricing language with 5 separate tiers for maximum volumes of 4275/d. How should we confirm these deals? We have language to confirm 2 pricing tiers. Judy how should we proceed to confirm these deals? Should we start this trend of multiple pricing tiers for such small volumes? Please let me know how we should proceed. Lisa 5 4766
various oct 01 deal with mutiple tiered pricing
As you are aware a "safety net" type of provision has been included in the master netting agreement to attempt to convert any underlying master agreement one way payment provision to a two way payment provision. However, this is only a safety net and should not be relied upon. It may not cover every particular definitional/form structure in an underlying master agreement. Please be sure to review the underlying master. It is probably always best to draft a contract specific amendment to convert to 2way payment since this is a critical issue to effect properly the closeout netting and setoff provisions of the master netting agreement. The specific amendment can be included in the master netting or accomplished as a separate amendment to the underlying master agreement. Any questions, call me.
READ: RE CONVERSION OF 1 WAY PAYMENTS TO TWO WAY PAYMENTS
Gerald, were you able to get the contracts w/ changes out to Aspect, et al yesterday? I am out this week, but am checking email. If you need to talk, call me on my cell phone 713-628-0543. Thanks.
Revised contracts to Aspect et al
1. Be sure to verify that the underlying contracts do not allow cherry picking under any default scenario. If it does, amend the express language. 2. We have made 2 changes to the netting agreement forms on the basis of further review by Leslie Hansen of some provisions in our trading forms. The first change is in paragraph 2(a) to clarify the definition of Default. The second change is in paragraph 14(b) to delete the day limitation on claims of Force Majeure. We feel this should not be included in any physical contract that will be included in a master netting agreement, especially because of the current international situation and security concerns. See attached reline version to read the changes. 3. No changes have been made to the Collateral Annex. 4. Attached below are the new forms. Rather than continue with forms with and without the user notes, I put the user notes in a separate document. They are not at the back of the forms. Simpler. The attached forms are Master Netting & Security Agmnt 10 h a v1 (to use without collateral annex) and Master Netting & Security Agmnt 10 h v1 (to use with collateral annex).
FORM CHANGES: READ
Just wanted to check to see if you needed any additional information to prepare the assignment letters on the Entergy New Orleans and LGS Natural Gas Contracts to Bridgeline. Please keep me updated as to the progress on these assignments. Thanks,
Assignment Letters
See the new versions of the netting agreement forms below. All that has been done is to move the Force Majeure concept to paragraph 2(a) from 14(b). This allows the daily limit concept to stand in the UMAs, but it won't elevate to a default under the master netting arrangements. In certain instances if you want to "kill" the day limitation completely in the underlying agreement, you can always use the previous 14(b) language from the emailed docs earlier today. The docs remain at v1 (version 1).
FORM CHANGE AGAIN!
Gerald, Does LCDR mean Lieutenant Commander? On my last email his title was LT, just lieutenant. I guess that means our boy has been promoted...... The Horns weren't too impressive on Sat.............I was going to go to the Colorado game, but I think I might skip now, seems like the whole season is shot.........
Still here and still ready...
Gerald - Per our earlier discussion, attached is the latest Nicor LOI for your review and editing. I will work on the "Power Supplement" and forward to you ASAP. Let me know if you have any questions. Thanks, Lisa Druzbik
Nicor LOI
I have scheduled a meeting for Thursday, November 8, 2001, at 3:00 p.m. in conference room EB3824. Please do not hesitate to contact me with any questions. Thanks!
Texaco Arbitration Meeting
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
I am working with Gary Kenagy to determine who has possession of the Gregg Engineering keys. I was informed that you may have a Gregg key. Please verify if this is true and the key number. Thank you,
Gregg Engineering Keys
Good Afternoon All, FYI, I will be out of the office to attend a doctor's appointment tomorrow morning at 9am. I will be having some blood work done so I am unsure as to the exact time that I will arrive at the office, but I will be returning immediately after the appointment . Please leave me a note, voicemail or email in my absence and I will respond promptly upon receipt. Thank you!
Keegan Farrell - Out of the Office tomorrow morning
Gerald, At long last I have been able to get input from others within our company such that I can provide comments our your drafts of the above-referenced Agreements for Public Service Company of Colorado ("PSCo") and Cheyenne Light, Fuel and Power ("CLF&P"). I apologize for the delay. Our comments are as follows: Public Service Company of Colorado Agreement Disparity of Dollar Levels related to Credit Issues. We request in Section 4.1 that the $20,000,000 dollar level be applicable to each of our companies. We further request that the collateral trigger level in Section 4.6 be $25,000,000 as to each of our companies. 2.4 Confirmations. In the second line, please change "may" to "shall". We need to have written confirmations of gas transactions in our files for regulatory purposes. We also request on the Confirmation form Exhibit that the confirms issued to reflect telephonic transactions likewise be signed and returned, in the same manner as indicated on the form for Section 2.21 Transactions. 3.5 Netting and 4.4. Offset. We cannot agree to the netting of payments in the normal course of business under these contracts. Amounts due to and from a counterparty must be tracked separately for regulatory purposes, especially with respect to any sales proceeds that we might realize if PSCo or CLF&P acted as Seller to Enron in a Transaction. Accordingly, we propose that the provision allowing monthly netting of amounts due between the parties be deleted from the contract and that the right of Offset be limited to be applicable only in connection with the occurrence of a Triggering Event and the calculation of any Termination Payment due under the Agreement. 4.1 Early Termination. I am concerned that the date to be established for termination of Transactions is without definition. I would prefer to see the language in subpart (i) modified to state that the Notifying Party may "establish a date, which shall be not less than two (2) nor more than ten (10) Business Days following the date of such notice." 4.2 Triggering Event. In the 8th line down, I don't understand the inclusion of the phrase "or deemed to be repeated". Unless I am missing something, it doesn't make sense with the rest of the sentence. Please delete this phrase in the Agreement. 4.1 and 4.5 References to Affiliates. In numerous places throughout the Agreements and, in particular, in Sections 4.1 and 4.5, reference is made to Affiliates. For regulatory reasons, we cannot intermingle the account status of our affiliated companies. Moreover, neither PSCo nor CLF&P is authorized to contractually bind its Affiliates in the manner indicated. Please delete all references to Affiliates of PSCo or CLF&P in the respective Agreements. Article 5. Force Majeure. The language in this Article is not typical of most Force Majeure provisions, which allow a Party to claim Force Majeure for the duration of a Force Majeure event and place no limitation on the ability to claim Force Majeure within a given time period. The language in your draft can be read to allow a Party to claim Force Majeure one time only, for a duration of up to 60 Days, after which time Force Majeure no longer applies to any of the obligations under the Agreement. In other words, Force Majeure could not be claimed later for an unrelated occurrence involving a separate and independent Transaction. This is not acceptable. We therefore request that you substitute your language with more standard Force Majeure provisions consistent with these comments. Section 8.1. Notices. Prior to the language in the parenthetical, please insert "provided that receipt thereof has been confirmed electronically". Section 8.2. Transfer. We would prefer that this language be revised to the more traditional language requiring the consent (rather than approval) of the other Party, "which consent shall not be unreasonably withheld". Please modify this provision accordingly. Section 8.3. Limitation of Remedies. We are in general agreement with this provision, however we cannot agree to a disclaimer of implied warranties of merchantability or fitness for the ordinary use. The gas sold and purchased under the Agreement should be of merchantable quality and fit for the ordinary use to which it is intended. Please modify this Section accordingly. Definition of Confirm Deadline in ENFOLIO General Provisions. The GISB Standard contract and all other contract forms that we use have a 2 day confirm deadline, rather than 24 hours as reflected in your definition. We request that you revise this Agreement to be consistent with this industry standard. Definition of Material Adverse Change. This definition needs to be expanded beyond a review of the level of each company's credit rating. Please replace your definition with the following: "Material Adverse Change" with respect to a Party means (i) any downgrading of any unsecured, long-term senior debt of such Party or any entity that has provided a guaranty or other form of credit support for the obligations of such Party (each such entity being a "Credit Support Provider" for such Party) such that such debt is rated below "BBB-" or its equivalent by Standard & Poors or below "Baa3", or its equivalent, by Moody's Investor Services, Inc.; provided, that if a Party or its Credit Support Provider does not have any unsecured, long-term, senior debt that is rate by either Standard & Poors or Moody's Investor Services, Inc., then a Material Adverse Change shall mean the occurrence of one or more events which, in the reasonable judgment of the exposed Party constitutes a material adverse effect on the creditworthiness, financial responsibility, or ability of such Party or its Credit Support Provider, as applicable, to perform its obligations in connection herewith. Definition of Replacement Price Differential. Although we are in general agreement with your definition of Replacement Price Differential, it seems preferable that where the Minimum Monthly Quantity is applicable, cost of cover should be the difference between the contract price and a 30 or 31 day average of Spot Prices for the Month in which the deficiency occurred. Please modify your definition accordingly. Cheyenne Light Fuel and Power Company Agreement Our comments with respect to this Agreement are identical to those stated above regarding the PSCo Agreement, with the following exceptions: Section 4.2. Triggering Event. The dollar levels near the end of the Section should be equivalent between our companies. Please make each $75,000,000. Section 4.7. Collateral Requirement. Similarly, the dollar trigger levels in this provision should be equivalent between our companies. Please make each $25,000,000. Except for the foregoing, please make changes to the Cheyenne Agreement consistent with our comments to the PSCo Agreement as set forth above. Should you have questions or wish to discuss any of our requested changes, you may contact me via return e-mail or at the phone number listed below. Thank you for your consideration. I look forward to working with you to finalize these Agreements.
ENFOLIO Master Firm Purchase/Sale Agreements with PSCo and CLF&P
Sent at the request of Debra Perlingiere Lisa, Changes as per previous document, please forward to your contact. Please call me if you have any questions. Debra
Aspect Resouces Committed Reserves TNCT
The attached contract is ready for signature. Please print 2 documents and have Atmos execute both and return same to my attention. I will return an original for their records after ENA has signed. Or if you prefer, please provide me with the name / phone # / address of your customer and I will Fed X the Agreement. dp
Atmos Energy Corp.
Mark Haedicke will hold a floor meeting for EWS Legal in Houston this afternoon, Monday, November 12, at 2:00 p.m. The location will be outside of conference room EB3824. Please plan to attend. Thank you.
Floor Meeting for EWS Legal
FYI, Today is the last day to make benefit enrollment elections. You can call x37979, option number 5 to make changes. You will need the company number, which is 0741. Your pin is the last 4 digits of your social security number. Savings enrollment options will be able to be changed at any point after November 20, and is not tied in with today's deadline. Thanks,
Open Enrollment Deadline today!!!
Ever read those little books like WHAT I'VE LEARNED IN LIFE or A FATHERS GUIDE TO LIFE? They are nice little books. If the author had asked my advice, I'd have included a few more pages. See attached.
What I've Learned
Gerald, Here is a revised copy of the agreement. I added some strong safety language in Section 22 which I need you to look at. Also, I don't see a "Failure to Perform" provision - is this covered somewhere else? Also want to discuss the Remedy in case of Default provisions. I don't want BCCKOP to be able to shut the facility down and hold us hostage for payment of something. I want them to be able to terminate the agreement, and then orderly shutdown the facility and then leave. Otherwise, we keep on operating. Let's discuss. Also added words on Schedule F. Ken Krisa - BCCKOP BWGP Op Agreement 11-01 kck.doc
BCCKOP Operating Agreement
You are invited to theupcoming HYLA events: Thursday, November 15th: An Evening with the Judiciary Quite possibly the best HYLA event of the year! HYLA invites all of the state & federal local judiciary to an evening at Brennans. Come mix and mingle with the judiciary and other HYLA members while enjoying delicious Brennanfood! Brennans 3300 Smith Street 6-8p.m. Free for HYLA members and $20 for non-members Thursday, Nov. 29: "The State Court Basics" A great CLE opportunity for HYLA members! November 29th, 1:30 p.m. to 4:30 p.m. 129th District Court; 1019 Congress, 16th Floor $30 for HYLA members and $40 non-members. CLE Credit: 2.5 hours of CLE credit has been requested (.5 is ethics). Featuring several judges including Hon. Pat Mizell, Hon. Levi Benton, Hon. Jane Bland, and Hon. Tracy Christopher Topics (include): The "Inner Workings" of the District Clerk's Office; Effective Motion Practice; Handling Discovery Disputes; Tips on Trying your First Case; and The Mechanics of State Court Voir Dire. Contact Kim Diepraam at (713) 224-4952 or hyla@hyla.org for more information. Hope to see you at these upcoming HYLA events! Please bring your HYLA eligible friends! Volunteers Needed to Help With a New Project Junior Judges Junior Judges: Helping Kids Make Smart Choicesis a public service project implemented through a curriculum and an accompanying video, hosted by two teenagers, that depicts elementary school aged students faced with challenging decisions. The project includes seven units and addresses the subjects that affect the lives of the target audience, fourth grade students, including: cheating, destroying property, bullying, teasing, stealing, gangs/weapons, and drugs/alcohol. Each unit in the curriculum is self-contained so that an educator may use one, all, or just a few of the units, depending on his or her preference and time. Attorney involvement will include explaining the importance and necessity of laws and rules in society, and moderating the topic discussions following all or some of the video segments. Please contact Kent Altsuler at kaltsuler@jw.com if you are interested in volunteering. Volunteers Needed to Help ADOPT AN ANGEL For over ten years, the Adopt-an-Angel Program has provided a healthy dose of holiday cheer to over 500 underprivileged students who attend Grimes Elementary School. Children who otherwise would probably not receive gifts during the holidays are presented with clothing and toys donated by Houston lawyers and their staffs. Adopt-an-Angel committee members spend countless hours during a busy time of the year coordinating this impressive endeavor. Each year, committee members ask every student at Grimes to fill out a "wish list." Although toys are always a favorite, most of the children also list basic clothing items (like socks and underwear) and school supplies. As soon as the committee members receive the lists from the school, they distribute them to attorneys and their staffs who purchase the items and wrap them for delivery. A few days before the students begin their holiday break, the committee members, with the assistance of Santa Claus, deliver the gifts to the children. The children are always delighted by this annual visit. In recent years, the Adopt-an-Angel program has been so successful that resources have been used to provide holiday meals and extra clothing to families in particular need, to purchase school uniforms for almost 100 students, and to assist with gifts to a local foster care facility. Please contact Kristin Tassin at kristin@drylaw.com if you are interested in helping.
Houston Young Lawyers Association - Mark Your Calendar
Can you change the Huber transaction agreement to reflect the pricing provisions we have laid out in the LOI. The only other thing I saw in the Capacity release agreement was in 2.6. If they owe us for any refunds prior to the release date, then we should owe them for any charges in the future for any past periods. Thanks We are trying to send out a draft version of these on Monday afternoon. Thanks
Huber Transaction agreements
What is the status on the assignment letters assigning the LGS Natural Gas Co. and Entergy New Orleans contracts to Bridgeline? Linda S. Bryan Ext. 3-3538
Assignment Letters
Gerald & Stacy, I didn't which of you would have the most time to deal with this, but, I am responding to an RFP for provide gas to several Frito Lay plants in California for the term Dec, 2001 through October, 2003. It will be a full-requirments transaction whereby we manage the imbalance and transportation. Based on the request, they would like to execute a GISB with special provisions that I have attached. I have also included a confirmation form they would like to use to confirm the transaction for each of their facilities. ALL REQUESTED MODIFICATIONS TO THIS CONTRACT FORM MUST BE SUBMITTED WITH THE RFP RESPONSE which will be emailed to them by noon central time on Thursday, Nov. 15. Sorry for the rush, I just received the RFP yesterday and didn't realize this was a stipulation until just now. No modifications indicates that the proposed language is acceptable. I am also attaching the RFP itself. Please let me know if you have any questions. this will be a pretty standard full-requirements offer. Please let me know if you have any questions or what I can do to help. Thanks,
Frito Lay
I will be leaving at 4pm today to take care of some personal errands. I will return to the office tomorrow at 8am. If you need immediate assistance, you may contact my backup, Mary Helen Martinez at x52459. See you tomorrow!
Leaving Early...
Gentlemen: Please find the attached letter agreement, structure term sheet and key assumptions for the Kathleen Anne storage field. I would suggest the following: 1. All parties review and comment on the language of the documents. 2. All parties should assess the assumptions provided with respecto to their requirements and economics. 3. Enron will forward the historical values for the summer/winter spreads. Note: the average value (2006 $s) of the expected summer/winter spreads going forward is assumed to be $0.38. This spread is based on Enron's price curves, and the base economic value of the deal assumes we capture the full summer/winter spread in each year. 4. All parties develop assumptions/requirements for the following: a) GLO and PNP required % of net oil revenue (net of costs) during EOR period, and storage period b) GLO and PNP required % of net storage revenue c) Enron base marketing fee (as well as cost estimate) d) Enron at risk marketing payment 5. We meet to discuss: a) Transaction structure, roles and responsibilities b) Key project assumptions c) Actions going forward Regards,
Kathleen Ann
Effective Monday, November 19, Mark Haedicke will office in the new building. His location will be: ECS 06788 (sixth floor, office number 788). My new location will be ECS 06785 (just outside Mark's office). Our telephone numbers and fax number will remain the same.
Move to Enron Center South
In an effort to conserve space in the refrigerator for tomorrow's Thanksgiving luncheon, please take your old or unwanted items out of the refrigerator this afternoon. Also, if you are bringing a dish, please remember to bring a serving spoon. Thanks!! !
Thanksgiving Luncheon
Gerald, Have you gotten a chance to look over the ROW document? It seems to be a pretty standard agreement. If possible, we would like to get this finalized soon. Once we hit the middle of Dec, it will probably be harder to get anything done. Let me know if you have any questions on the agreement. Thanks,
ROW agreement
are u going to the game? ****************************************************************** This email and any files transmitted with it from the ElPaso Corporation are confidential and intended solely for the use of the individual or entity to whom they are addressed. If you have received this email in error please notify the sender. ******************************************************************
UT/A&M game
Master Netting Group: I just want to personally thank all of you for all of your hard work the past few weeks in addressing our counterparties' requests for Master Netting Agreements. We have been able to sign up a number of them as a result of your efforts and have managed to keep certain counterparties from cutting us off in trading. Thanks again for your efforts and for putting up with one fire drill after another! Hopefully we all learned alot in the process.
Message from Carol St. Clair
Gentlemen: Per our conversation this early afternoon, I have attached relevant documents for your legal's perusal. If deemed appropriate, executable documents would be delivered later today. Regards,
Relevant Closing Documents
Hi everybody, We only have a few things left after the Flea Market last month and we'd really rather not have to pack them! Attached is a list of items and asking prices. We will consider any reasonable offer just so we don't have to move everything to Florida with us. If you are interested in anything, please let us know before Monday, November 26, otherwise the movers will box it all up. We also have a few non-scuba items left: - Mexican-style hutch (the one that is underneath our Egyptian market tapestry). Asking $300 - Antique dresser/commode stand with mirror (it's in the spare bedroom). Asking $300 - Lifestep stair climbing machine. Asking $350 We'll be sending out our change-of-address info as soon as the house closings are confirmed the last week of November.
Final Sale on Scuba Dooby Doo Items
Gerald, We are in discussion with Public Service Company of Colorado about acquiring a small gathering system just north of the Badger Wash Gas Plant. The attached document gives a little background of the transaction and lists some of my questions concerning this transaction. After you review the document, I would like to discuss these issues with you to be sure we have addressed all Crescendo's risks and obligations. Thanks,
Crescendo - Gathering System Acquisition
Gerald, this will confirm our telephone conversation earlier this morning in which you advised me that Enron/LRCI would have no objection to my firm representing Reliant in connection with the referenced matter. I shall look forward to working with you in bringing this matter to a successful conclusion. Should you have any questions as this matter proceeds, please do not hesitate to contact me.
LRCI/Reliant Sale - Assumption Parish, Louisiana Property
Gerald - We are planning to provide a revised Term Sheet to Unocal sometime tomorrow. Can you please review the attached revised Term Sheet and provide any comments. It is not that different from the initial Term Sheet you reviewed and approved in September. Revised Term Sheet - Summary of changes [Term Sheet issued Sept-7 VS. Revised Term Sheet] - Thanks, Lisa Druzbik
UNOCAL TERM SHEET
Attached is a revised version of the Act of Sale and a redline of same compared to that which we sent to you earlier today. Also attached is a revised Guaranty both clean and redlined and a form of Nonforeign Status. The Act of Sale contains changes to the restriction language. Draft resolutions to follow tomorrow. <<GUARANTY.DOC>> <<GUARANTY BL.DOC>> <<Act of Sale - Clean Draft 2- Reliant.DOC>> <<ACT OF SALE - CLEAN DRAFT BL BASE 2.DOC>> <<Certificate of Nonforeign Status.doc>> - GUARANTY.DOC - GUARANTY BL.DOC - Act of Sale - Clean Draft 2- Reliant.DOC - ACT OF SALE - CLEAN DRAFT BL BASE 2.DOC - Certificate of Nonforeign Status.doc
Land Sale
Attached please find the UPDATED responsibilities for the Global Contracts and Global Facilities teams. Due to restructuring within our group, we have lost three team members (Anthony Campos, Cyndie Balfour-Flanagan, and Ryan Sheeren) to the physical gas confirmation group. Our team members' individual responsibilities have changed as a result. Please forward the attached information to your staff and coworkers. Please call me at x30569 if you should have any questions. Thanks,
Global Contracts/Facilities new responsibilities
In order to bring better legal coordination and standardization to Enron's Risk Assessment and Control (RAC) group, we have formed a new legal group, which will initially include Lisa Mellencamp (Finance), Marcus Nettelton (Power Trading), Carol St. Clair (Broadband/Power Trading), Mary Cook (Financial Swaps), Peter Keohane (Canada), Ed Essandoh (Retail), Paul Darmitzel (Retail) and Elizabeth Sager (Power Trading) (Team Leader). This group will focus on, among other things, managing Enron's exposures with bankrupt counterparties, working out credit solutions with distressed counterparties and standardizing our overall credit practices. The initial members in this group have been drawn from Enron's numerous legal groups in order to gain a broader perspective. Each of these members will provide support to this new group in addition to their current responsibilities. Within RAC, Michael Tribolet will focus on distressed counterparties, in conjunction with Bill Bradford, who continues to manage the Credit Risk Management group. Please join us in supporting the efforts of this new group.
New Legal Team to Assist RAC
Joel, I have attached both the agreement for the ROWs and for the purchase of the 2.82 acres of the Crawfish land that Bridgeline is acquiring. Please review and comment as necessary. In the meantime, I know that you have been working with Roger to finalize the actual ROWs that Bridgeline is requesting. We can modify the ROW agreement accordingly once that has been finalized. Thanks for your help,
ROW and Purchase Sale Agreement
Good Afternoon All! Just a reminder that I will be out of the office tomorrow, November 21. I will return to the office on Monday, November 26. Thank you, and I wish you all the best of holiday seasons!
Keegan Farrell - Out of Office tomorrow
There is a volume discrepancy for deal # 117853/YK6095.1 as reported in Sitara and TAGG. Please take a look at this deal. Also, is anybody working on a special contract for this deal as it is a 2-year deal attached to a GTC. Thanks for your help,
Kennedy Oil (Deal # 1178533) - Discrepancies
Gentlemen, What's happening with the above deal ? The term is 11/01/01 - 03/31/02, I can see the volume has been changed to 0 - is this only temporarily or has this deal been killed ? We show this deal as Pending and I wanted to remind you that we have never confirmed this transaction. Please advise. Regards,
Colorado Springs Utilities - Sitara # 889014
FYI - Attached is the final Term Sheet (printed on ECS letterhead) to be mailed to Unocal first thing tomorrow morning. Let me know if you have any questions or comments. Thanks, Lisa
Unocal Term Sheet
Document Signature Cash Sale Form Jean Mrha/Julie Gomez Easements Agreement Jean Mrha/Julie Gomez (if needed) DASH Rick Buy/Dave Gorte Jean Mrha/Julie Gomez Mark Haedicke John Lavorato/Louise Kitchen Jeff McMahon/Ray Bowen The DASH may need a legal risk rating attachment, and Gerald can draft that quickly if needed. I hope it won't be needed, though, given that there is really nothing at risk.... Also, Dave Gorte may need to adjust it when he sees the DASH so I would begin by emailing a copy to him. Here they are:
Texas Brine Documents
Document Signature Act of Sale Form Jean Mrha/Julie Gomez Board Resolution Mark Haedicke Louise Kitchen Corporate Guaranty Jeff McMahon/Ray Bowen (DONE for $3 MM) Certificate of Non-Foreign Status Stephen Douglas (DONE) DASH Rick Buy/Dave Gorte Jean Mrha/Julie Gomez Mark Haedicke John Lavorato/Louise Kitchen Jeff McMahon/Ray Bowen This DASH definitely needs a Legal Risk memo, which I have attached as a separate document. Along with the DASH, it needs to be updated for the actual sale price (and the date was wrong--I fixed that on the attached but be sure Gerald's version has the right date) and then added on to the body of the DASH before signatures. Gorte has already looked at this one, so we should be okay to get going on the signatures right away, though I would still start with him, just in case.
Reliant Documents