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I cringe at the thought of Six Flags.
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I'm sure Paige can be bought.
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She went recently and had a big time.
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Hope your week is quiet.
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Love/hugs, etc, to all, Kay
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How bad is that.
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I forgot I asked him to send it to you.
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Hi Bob, Is there a favorite go by for an interconnection agreement?
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I have one on my immediate to do list, and I want to point outside counsel in the right direction.
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Thanks, Kay
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I'm available anytime.
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Enron North America Corp.
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Good morning, Enron's finance people are asking about the status of the turbine contract for Pastoria.
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Since Sheila is on vacation I thought I would check with you.
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Is it in final form, and if so, has it been executed?
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It would be a big help to get an electronic version sent to me.
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Thanks, Kay
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This is the contract that we said would be the jumping off point (an accurate description) for our GE discussions.
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As I recall, we need to give it the off balance sheet treatment before it is distributed to the masses.
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Rose, can you take responsibility for the basic OBS stuff?
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I suggest we discuss assignment and indemnity separately (and soon).
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My assistant is setting up the legal team's conference call for Wednesday at 830.
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Details to follow.
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Kay
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Sounds great to me.
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Enron North America Corp.
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I threw the initials in there for your benefit.
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It means Oh Bull Shit.
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Kay
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The following is a redline version of the execution version (so we hope) versus the last draft you saw.
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Please advise if there are any Kay
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Nancy, I believe we are scheduled to start at 900am Thursday.
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I had a voice mail from Heather that said she was planning to spend the night Thursday in case the meeting went long, or we wanted to continue on Friday.
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I haven't heard where we will be staying.
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As for the interconnection agreement, it would be great to have a internal working draft this week.
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That way we can discuss it with Heather and make good use of our time.
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Also, we could have some general, preliminary discussions with VEPCO about it, if we feel ready.
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I've been trying to get a form from someone around here, but haven't had any luck.
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Perhaps someone BP's Houston office has an "Enron form".
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Sheryl Gussett's name is next to "interconnection agreement" on our document team list.
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Kay
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As luck would have, I have to leave town this week.
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I need to cancel this class.
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Thanks, Kay
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Hey, we all can use a little money.
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Life doesn't seem to get any cheaper.
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Honey, I think we discussed C T Systems doing the filing.
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Do you recall how much it was?
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If not, I can see what I can find out.
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Which is more strange: Joe in Central America or Jack in Egypt?
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Clark in Chicago?
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Kay at Enron?
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Gerry BUYING an engineering company?
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Honey STILL at Sounds like a great time for a reunion.
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Kay
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FYI.
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We are staying at the Richmond Marriott or Marriott Richmond, whichever it is.
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What are your plans?
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Kay
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Nancy Wodka DC 202 8285000 is the main number Kay
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FYI.
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Kay
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Thank you.
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Kay
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Sorry if I'm a little late in the day.
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I feel into marathon meeting mode today.
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Here are my observations of the GE contract.
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I tried to confine it to significant issues since it appears to me that the negotiations are far along.
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General Terms and Conditions I don't see where the buyer has much financial leverage for performance/warranty issues.
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Final payment is made at shipment, with the Buyer having the benefit of a 10% retention bond; however, the retention bond expires at Provisional Acceptance.
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There is no financial leverage for Final Acceptance or the warranty period.
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Also, usually provisional or final acceptance requires that GE provide the operating manuals.
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The assignment language (8) is somewhat narrow.
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I don't know the deal, so I don't know how it fits.
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It can help to have language which allows for free assignment after provisional acceptance or payment in full, whichever occurs first.
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Also, the contract can allow for a substitute guaranty as payment security, in lieu of the buyer guaranty.
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Again, I don't know the deal so this may be fine as is.
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The contract incorporates GE's proposal as a part of the contract, but does not give an order of precedence.
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I haven't seen the proposal or any other technical exhibits, but sometimes these can be very self-serving.
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Therefore, you can potentially lose ground with what is in the exhibit.
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Warranty.
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The language is a bit confusing to me, especially the interplay of the 1st and 2nd paragraph.
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Also, the "outs" they have are very broad.
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It is better if there outs are limited to installation/operation/maintenance not in accoredance with their written instructions (alternatively, industry practice).
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Also, they have an out if repairs are performed without their permission, but there's no time line or urgency for their response to a warranty claim.
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A statement that they must provide a service engineer within 3 days or so might help.
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I also suggest being clear that 1.2 applies to warranty obligations, but their obligation to respond quickly to warranty problems need to be explicit.
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Excusable Delay.
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(15) I would delete "indirectly" from the 3rd line.
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Provisional Acceptance.
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I don't understand the phrase "only to the extent and proportional share".
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Does this mean that GE may not be liable for the full LD's, or that the buyer has to prove a right to collect LD's?
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Litigation.
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The dispute resolution (mediation then litigation) is not consistent with the usual arbitration route we request.
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I didn't take a hard look at LD's, since I assumed these are settled.
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13.6 Enron typically gets more precise language than this.
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For instance, I would delete or clarify the phrase "including that due to environment or operation", as being vague.
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13.6 (i)The phrase "proper storage, installation, operation and maintenance" should be as defined by GE's written instructions, or at least based on industry standards.
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13.6 (ii) could conceivably allow them to drag their feet on a repair, then not allow us to get someone else to do the work.
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14.1 The last line should include the words "strict liability" after "negligence".
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