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Enron Mail |
Dan,
Could you please forward a draft of the side letter indemnifying EFI with PQPC like we did on the Corinto (Nicaragua) contract. Please copy Diana and me. Thanks, Doug ---------------------- Forwarded by Doug Leach/HOU/ECT on 08/14/2000 10:30 AM --------------------------- Diana Parker@ENRON_DEVELOPMENT 08/11/2000 06:29 PM To: Carlos F Ubieto/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Ermes Melinchon/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Doug Leach@ECT cc: Subject: Re: PQPC-EPOS Fuel Supply Agreement Carlos, I have discussed these points with Doug Leach and with Ermes Melinchon, and I left you a message today to talk with you about them. I think we can resolve all issues as set forth below and in the attached revised agreement. Please call me right away if you disagree, as I am posting this to the OPIC website and the circulating the agreement for execution. I will send a revised agreement to Glencore in order to correct Section 5.3. Doug--to the extent the side letter you referred to for Section 13.1 will amend the Fuel Supply Agreements (which I assume it will), we will need to show it to our lenders--please send the side letter to me ASAP. Thanks, Diana Carlos F Ubieto 07/31/2000 08:44 PM To: Diana Parker/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT cc: Ermes Melinchon/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Roberto Figueroa/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Joseph M Galan/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Andrea Gonzalez/NA/Enron@ENRON, Doug Leach@ECT, Dan J Hyvl@ECT, mspivak@velaw.com, jmwilson@velaw.com, Jose Sarmiento/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT Subject: Re: PQPC-EPOS Fuel Supply Agreement Diana, Sorry for the delay but last week we had two Board Meetings on Thursday and Friday. Following you will find our comments: 1.- Section 5.3, in the note after the formula instead of " values used in calculating the above formula shall be set at "0" ", I suggest to write " Shall be taken out of the formula". This is because if you set those value at "0" you will have a wrong result in the formula. The issue is take out the correspondent factor. Agreed. I will change this. 2.- Section 7.2 letter (a), first line: it refers that PQPC may cancel or reduce any PQPC's order prior to the Cancellation Date. The Cancellation Date is not less than 21 days prior to the fist day of the scheduled delivery period (1.3). But in section 7.1 letter (b) reads that PQPC's order should be issued no later than 21 days prior of the fist day of the scheduled delivery period. Does it make sense?, I mean, the cancellation date could coincide with the PQPC's order day. Is it possible to have a Cancellation Date not less than 15 days? This is okay as written. 3.- Section 9.3. in the fourth line starting in "the sixth (6th.) day after ...." Why it is different of the latest version of FSA between EPOS and Glencore. In the FSA EPOS-GLENCORE is clear that " the sixth (6th) day of the calendar month following the calendar month in which the NOR date falls". This make sense since the invoice price will be the monthly average of the prices of the calendar month in which the NOR date falls. Corrected. 4.- Section 9.3 in line 18, why it is deleted "average of the" and in the FSA EPOS_Glencore it is active. This was also deleted in the Glencore-EPOS FSA (at Glencore's request) 5.- Section 10.3 is missing the latest modification that was done in the FSA EPOS-Glencore. Also that correction needs to be rewrite: "EPOS shall be responsible for additional demurrage charges caused by EPOS failing to arrive at the unloading point during the scheduled delivery period to the extend such demurrage cost are a direct result of such failure". Corrected. 6.- In the middle of Section 12.1, after " which meets the specifications set forth herein" is missing "said quantity to be officially measured at the shore tank's up-gauge" like was included in the FSA EPOS-Glencore. Corrected. 7.- In Section 13.1. As we discussed some weeks ago, it is necessarily to include that in no event the laytime should be less than 24 hours. I remember that Doug Leach already talked about it with Glencore and every body agreed. Doug Leach advised me that this would be handled in a side letter that will also apply to Corinto. 8.- In section 13.2, after "Section 10.2" should be included "and 10.3" like it is in the FSA EPOS-Glencore. Corrected 9.- In Clause XVIII, the telephone of PQPC is (502) 368-1793 and the facsimile (502) 368-2555. These numbers should be included. Corrected 10.- Section 21.7, instead of "Glencore and EPOS" should be "EPOS and PQPC". Corrected Regards, Carlos Diana Parker 07/24/2000 07:48 PM To: Ermes Melinchon/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Roberto Figueroa/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Carlos F Ubieto/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Joseph M Galan/ENRON_DEVELOPMENT@ENRON_DEVELOPMENT, Andrea Gonzalez/NA/Enron@ENRON, Doug Leach@ECT, Dan J Hyvl@ECT, mspivak@velaw.com, jmwilson@velaw.com cc: Subject: PQPC-EPOS Fuel Supply Agreement Please find attached the final version of this agreement, redlined against the May 24 draft. Please provide any comments by Wednesday, as we need to post this to the OPIC website and have it executed. This agreement more or less mirrors the Glencore-EPOS Fuel Supply Agreement that has been sent to Glencore for execution. Regards, Diana
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