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Love,
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The only problem I can see with this is that paragraph 4 could be construed to encourage NMNG to request amendment not only to increase the MAXDTQ but also to decrease it (if the MAXDTQ has been increased by a previous amendment).
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I worry that this might mislead NMNG that the parties can decrease the MAXDTQ by agreement rather than NMNG using capacity release procedures.
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However, the paragraph does not obligate TW to do anything & doesn't give NMNG any rights, since any change in the MAXDTQ must be by mutual agreement (and it's subject to available capacity).
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Since it does not seem to give either party anything they do not already get under the tariff, I think I would recommend we omit it.
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However, NMNG might insist on this or similar language to reflect the "deal" --- or at least the conversations of the parties.
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If that's the case, I suppose I would advise the marketing folks to limit the language of paragraph 4 to an increase in MAXDTQ and explain that any decrease would have to be thru capacity release.
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Comments?
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Brian and Glen, Based upon a review of the 1/21/00 draft of Motion for Extension of Procedural Schedule, Transwestern Pipeline Company does not wish to join as a party to the motion, and does not plan to oppose the motion.
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Sincerely, Susan Scott
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The attached document shows my proposed changes to Universal's agreement in redlining.
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I tried not to over-lawyer or make this overly complicated, but in my view this needed a lot of basic cleanup.
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Many of my changes are simply to make the language more accurate (for example, in the use of defined terms).
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In a couple of places, I have questions: 1) In the second opening paragraph, I don't know whether it is possible to attach the Proposal as an exhibit; if not, ignore my change.
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2) Section 4.a.
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-- their provision for an adjustment seemed a little unusual to me but it could work in favor of either party, so I left it in. If you don't like it, let me know.
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3) In Section 5, I just tried to simplify the billing procedure in case of termination.
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Let me know if this does not agree with your intent.
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Please call me with your comments, and let me know how you would like to proceed.
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That is weird.
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I received your first message.
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34,032
Dave, Exhibit A of the O&M agreement is a description of the Compressor Motor Facilities.
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Do you have this?
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Exhibit C is insurance coverages; I assume I need to get that from Nemec.
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34,035
Martha, please send me by interoffice mail copies of the executed documents Drew has; mine seem to have vaporized.
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Thank you!
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34,037
Christine and I seem to have gotten Phillips interested in a right to terminate if TW's minimum tariff rate ever exceeds the contract rate.
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They said they would mull it over, at least.
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But what they really would prefer to have is a provision in which they would get the contract rate no matter what.
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Since this would make it a negotiated rate deal from day 1, I feel like I need to get your buy-in before we agree to it.
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Steve has already told me it is OK with him.
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Please advise.
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Here's the summary we sent you before, with new reference to Hector in redlining.
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Call Jeff (713-853-1521) or me (713-853-0596) if you have questions.
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Mary Kay and Drew, please see Christine's message below.
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This language is very similar to language that NNG has used to address the change-in-rates issue.
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I do not believe it creates a negotiated rates issue.
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Please let me know as soon as possible if you have any concerns.
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It is important that we work something out with Phillips today.
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By the way, I asked Christine if she had asked Phillips to 1) give up their right of first refusal and 2) agree to our new capacity release language (i.e. TW gets the upside if capacity is released at a higher rate) in exchange for us making this compromise.
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She feels that it would be inappropriate to ask them because the language below does not quite give Phillips what they had requested originally (that is, a negotiated rate).
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34,052
Dear Citizens' Assistance Division: I live in the Houston Heights on the 800 block of Cortlandt.
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For the 3 years I've lived there, the drainage ditch in front of my house, and several other houses on my street, have been blocked.
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Any time it rains, we have standing water for several days afterwards.
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I know that other streets in the Heights have the same problem.
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I have heard that because of the mild winter we're having, we can expect a bumper crop of mosquitos this summer.
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Standing water therefore poses a health concern for residents of the Heights this summer.
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Does the City have any current plans to fix the drainage problem in the Heights?
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Last year I called and requested that the ditch in front of my house be cleared, but got no response.
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I hope that this was merely an oversight rather than an indication that the City of Houston has no regard for the health and comfort of its citizens.
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Any information you can provide would be appreciated.
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Sincerely, Susan Scott (713) 853-0596 (daytime phone)
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Dear Mr. Henderson: Attached pursuant to Dave Foti's request is the Substation Maintenance Agreement in Word format with Transwestern's proposed changes shown in redlining.
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After you've had a chance to review the agreement, please feel free to contact me with any questions or comments.
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Sincerely, Susan Scott Counsel for Transwestern Pipeline Company
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Drew, what is BNSF?
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Spoke with Steve about the swap question.
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He wants to talk with you about this before circling back to Knippa.
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If you don't hear from him, and want to call him, his # is 281-350-8441.
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Re.
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TW's exposure if we authorize ECS to lock in too early: If TW defaults under the CSA, it must hold ECS harmless with regard to expenses incurred by ECS in the assignment of the electric supply agreement and pay ECS whatever is owed under the agreement.
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No other specific damages are addressed, and the agreement specifically prohibits the recovery of consequential, incidental or indirect losses or damages.
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(Section 9.2 provides for reimbursement for ECS's reasonable costs in providing Compression Services, but only in the event TW uses its FERC out.) The Gas Conversion Agreement provides for termination of the agreement in the event of default by TW under the CSA, and obligates TW to reimburse ECS for ECS's costs and expenses incurred in unwinding the forward sale of natural gas volumes to be delivered to ECS under the agreement.
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Other questions -- let me know.
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If there's still space available, please enroll me in the March 14-15 Derivatives I class.
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Here's my info: Susan Scott GPG Legal Supervisor: Drew Fossum SSN ********* Thanks.
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Here's my request for rehearing so far.
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The marketing folks are helping me with our competitive harm argument and will, I hope, come up with something plausible.
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In the meantime, I would appreciate your comments.
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Approved.
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34,081
Lindy -- I'm working on a checklist.
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There were just a couple of issues arising from the discussions with market services, weren't there?
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One having to do with whether we want to change our 68 A to reflect FTS-1 and FTS-3 in same bucket -- I'm leaning towards not changing since the language is already general enough to cover us there.
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The other issue had to do with issuing the OFO if EFBH does not show up in the last cycle.
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I do not believe any changes are necessary there either.
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No problem.
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Here's the current version.
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I'm going to give it another look, then I suspect we will be ready to go.
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Please let me know if you have any questions or comments.
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Kay
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Looks good to me.
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Is it ready for me to print and give to Ben?
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Kathy, how many originals do you think we should have signed?
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4 or 5?
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Or some other number?
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Kay
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Rey, This email explains why Jeff and I tried calling you this am.
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Any comments?
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Thanks, Kay
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34,385
What issues were invented?
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34,386
Some thoughts, observations, suggestions: 1.
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Advantages to the single contract: Don't need a consolidation agreement, so we don't have to negotiate one.
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Better from a liability standpoint.
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Easier to administer.
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34,390
Is there any reason we can't go with a single contract?
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I'm working with Steve on the letter agreement.
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3.
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Assignment to Mitsui Steve is confirming payment issues, and ability to comply with GE's requested payment within 3 days of executing the contract.
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This means that the assignment and assumption needs to be executed contemporaneously with the GE contract.
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I have a call in to Rob Stevens to verify, in Stan's absence.
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