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Enron Mail |
---------------------- Forwarded by Randall L Gay/HOU/ECT on 03/30/2000 11:51
AM --------------------------- "Vanessa Wilson" <VWILSON@skadden.com< on 03/30/2000 11:16:35 AM To: allan.janna@enron.com, joana.ryan@enron.com cc: rgay@enron.com, roseann.engeldorf@enron.com, MTHURBER@mail5.allegro.net Subject: Fwd: GE Letter Agreement As requested, attached please find the e-mail I sent to Rob Gay to which the current draft of the Letter Agreement with GEII is attached and which briefly summarizes the indemnity issue we have been discussing. If you have any questions or would like to discuss the attached further, please feel free to contact me at 713-655-5102. ------------------------------------------------------ This e-mail, and any attachments thereto, is intended only for use by the addressee(s) named herein and may contain legally privileged and/or confidential information. If you are not the intended recipient of this e-mail, you are hereby notified that any dissemination, distribution or copying of this e-mail, and any attachments thereto, is strictly prohibited. If you have received this e-mail in error, please immediately notify me at (212) 735-3000 and permanently delete the original and any copy of any e-mail and any printout thereof. Date: Tue, 28 Mar 2000 17:36:15 -0500 From: "Vanessa Wilson" <VWILSON@skadden.com< Cc: MTHURBER@skadden.com Subject: GE Letter Agreement Mime-Version: 1.0 Content-Type: multipart/mixed; boundary="=_4E179871.E8897E40" Rob, Attached please find the current draft of the Letter Agreement (32581.7), including Attachment 8 (32573.7) which sets forth various provisions to be included in the Purchase Agreement. Article 20 regarding indemnification is included in Attachment 8. As we discussed, West LB has some concerns regarding including language in Article 20 which GEII requested by which West LB would indemnify GEII for Enron's acts (in its capacity as Agent). West LB has suggested they would be willing to undertake this obligation if they are reimbursed by Enron through the Acquisition and Development Agreement. Today, for the first time, West LB indicated that they may require a cap on this liability for Agent's acts in the Purchase Agreement. GEII has requested that West LB undertake this obligation and Enron has agreed to pursue it with West LB. In light of this, the language which would establish West LB's indemnity obligation for the Agent's acts is not included in the current draft of Attachment 8. Please let me know how you would like to proceed. As I mentioned, we are trying to finalize the Letter Agreement with GEII very shortly. I apologize for any confusion and look forward to working with you on this matter. If you have any questions or would like to discuss this matter further, please feel free to contact me at 713-655-5102. Thanks, Vanessa. - 32581_7.doc - 32573_7.doc - 32614_2.xls
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