FW: BNPP/Enron Master Netting, Setoff, and Security Agreement

Who is ECTD?
-----Original Message-----
From: Murphy, Harlan
Sent: Tuesday, November 13, 2001 7:09 PM
To: Heard, Marie
Subject: FW: BNPP/Enron Master Netting, Setoff, and Security Agreement

Harlan E. Murphy
Enron Wholesale Services - Legal
1400 Smith Street, EB 3811
Houston, Texas 77002
Tel: 713.345.2679
Fax: 713.646.3490
E-mail: Harlan.Murphy@Enron.com

-----Original Message-----
From: Rohauer, Tanya
Sent: Tuesday, November 13, 2001 6:25 PM
To: Murphy, Harlan
Cc: Schneider, Chip; St. Clair, Carol
Subject: FW: BNPP/Enron Master Netting, Setoff, and Security Agreement

Transactions to be included:

ENA/ BNPP ISDA
ECTRIC/BNPP ISDA
ECL/BNPP ISDA
ECTD/BNPP physical UK gas business

Bill does not want to include any of the brokerage agreeements. Also, I beleive we have kept Metals out of everyhting thus far and should continue to do so. One point of note in the document is section 2 BNPP appears to have modified the language such that the Non Defaulting party can cherry pick which agreements it wants to terminate - this is unacceptable. To be honest, I am going to need your help walking me through this document as they have changed so much I am unclear in many instances what their changes accomplish. Please advise.

Thanks,
Tanya

-----Original Message-----
From: Murphy, Harlan
Sent: Monday, November 12, 2001 11:02 AM
To: Rohauer, Tanya
Subject: FW: BNPP/Enron Master Netting, Setoff, and Security Agreement

Harlan E. Murphy
Enron Wholesale Services - Legal
1400 Smith Street, EB 3811
Houston, Texas 77002
Tel: 713.345.2679
Fax: 713.646.3490
E-mail: Harlan.Murphy@Enron.com

-----Original Message-----
From: "Lech Kalembka" <Lech.Kalembka@cwt.com<@ENRON
Sent: Monday, November 12, 2001 9:23 AM
To: Murphy, Harlan
Subject: BNPP/Enron Master Netting, Setoff, and Security Agreement

Lech Kalembka
Cadwalader, Wickersham & Taft
100 Maiden Lane
New York, NY 10038
Tel.: (212) 504-6918
Fax: (212) 504-6666
E-mail: lech.kalembka@cwt.com
----- Forwarded by Lech Kalembka/NY/CWT on 11/12/2001 10:20 AM -----

"David Rosen"
<dcrosen@home To: lech.kalembka@cwt.com
.com< cc: SFPacious@aol.com,
Office: shaun.pacious@americas.bnppariba
s.com, sgrosshandler@cgsh.com,
11/11/2001 john.powers@americas.bnpparibas.
05:49 PM com, jpowers01@aol.com,
drosen@cgsh.com
Subject: BNPP/Enron Master
Netting, Setoff, and Security
Agreement

Dear Lech:

I have attached a version of the proposed Master Netting, Setoff, and
Security Agreement between Enron Group and BNP Paribas Group, subject to
BNP Paribas' review, along with a redline against Enron's form. I have
also faxed the same to you at 212 945-2911. We would like to discuss the
draft with you tomorrow morning with a view to its execution by tomorrow
afternoon. Seth may be reached at 212 572-5317, and I may be reached at
212 572-5398.

Yours truly,

David Rosen
Not yet admitted to the bar

Temporary Location Information:
Cleary Gottlieb Steen & Hamilton
153 E. 53rd Street (Citigroup Center)
38th Floor
New York, NY 10022

Phone: (212) 572-5398
Home: (201) 876-0278
Mobile: (646) 479-3283
Fax: (212) 572-5399
Email: drosen@cgsh.com; dcrosen@home.com

This message is being sent from a law firm and may contain information
which is confidential or privileged. If you are not the intended
recipient, please advise the sender immediately by reply e-mail and delete
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(See attached file: Master Netting (redline against Enron Form).doc)
(See attached file: MASTER NETTING.doc)

==============================================================================
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==============================================================================
- Master Netting (redline against Enron Form).doc
- MASTER NETTING.doc