|
|
Enron Mail |
Rex: Great news. Could I get a copy or Enron's original for documentation?
Thanks! EB 3834. I also have in my hands executed Sun/iPlanet and Reuters America agreements. I will forward copies to Tana Jones. Tana will you get copies to Rex's group? Thanks! Kay C. Young Legal Specialist Enron North America Corp. 713-853-6794 Phone 713-646-3393 Fax kay.young@enron.com Rex Shelby/ENRON@enronXgate 04/21/2001 08:54 AM To: "ron.lang@sungard.com@ENRON" <IMCEANOTES-ron+2Elang+40sungard+2Ecom+40ENRON@ENRON.com<@SMTP@enronXgate, deborah.lofton@sungard.com@SMTP@enronXgate cc: Travis McCullough/HOU/ECT@ECT, Kay Young/HOU/ECT@ECT, tking@brass.com@SMTP@enronXgate, trentas@brass.com@SMTP@enronXgate Subject: RE: Confidentiality Agreement - Enron Ron -- We signed the NDA on Friday at Tom King's office. Thanks to you, Debbie, and Travis for getting this in place. Best regards. -- Rex -----Original Message----- From: ron.lang@sungard.com@ENRON [mailto:IMCEANOTES-ron+2Elang+40sungard+2Ecom+40ENRON@ENRON.com] Sent: Friday, April 20, 2001 10:47 AM To: deborah.lofton@sungard.com Cc: McCullough, Travis; Young, Kay; Shelby, Rex; tking@brass.com; trentas@brass.com Subject: Re: Confidentiality Agreement - Enron Thanks for both Debbie and Travis for getting an executable NDA in place prior to today's meeting. I will sign and fax a clean version to Thia Rentas at SunGard Trading Systems - BRASS, where the meeting is being held this afternoon. Rex can sign for Enron and each party can retain signed copies. Thanks again, Ron Deborah C Lofton 04/20/2001 11:22 AM To: Travis.McCullough@enron.com cc: Kay.Young@enron.com, Ron Lang/Corporate/SunGard@SunGard Subject: Re: Confidentiality Agreement (Document link: Ron Lang) Due to the circumstances surrounding today's meeting, Travis and I have agreed that each of us will sign the NDA without the "patent" clause, but that prior to the next meeting we will discuss the issue further. Attached is a clean and blackline version of the NDA. RON- Please execute and deliver prior to the meeting and send me a copy of both your signature and Enron's signature. If there are any questions, please contact me at the numbers below. Thanks, Debbie (See attached file: enron3cln.doc)(See attached file: enron3.doc) Deborah C. Lofton 610-341-8129 610-341-8115 (fax) 215-292-1811 (mobile) email: Deborah.Lofton@sungard.com ************************************************************************ The information contained in this e-mail message is intended only for the personal and confidential use of the recipient(s) named above. This message may be an attorney-client communication and as such is privileged and confidential. If the reader of this message is not the intended recipient or an agent responsible for delivering it to the intended recipient, you are hereby notified that you have received this document in error and that any review, dissemination, distribution, or copying of this message is strictly prohibited. If you have received this communication in error, please notify us immediately by e-mail, and delete the original message. *********************************************************************** Travis.McCullough @enron.com To: cc: 04/19/01 08:58 PM Subject: Debbie: I appreciate the point on the damages issue. New York law is fine as the governing law for this agreement. I have discussed the section 6 with our outside counsel and left a voicemail for the commercial team. I am generally comfortable with the effect of that provision with respect to patents that have not been issued; however, we feel that a cause of action for willful violation should still be available with respect to patents that have been issued. In other words, it makes sense that you should not be found to have willfully violated a patent that you didn't know existed; but if it is brought to your attention and there is subsequently a willful violation, I don't want to have to explain why we waived our right to pursue that. Our outside counsel has suggested the following language as an alternative: "In connection with its due diligence review or otherwise, each party and its affiliates may obtain Confidential Information regarding pending patent applications of the other party or its affiliates (the "Patent Applications"). In the event of a patent infringement suit based on a patent issuing from any such Patent Application against the party receiving Confidential Information regarding such Patent Application, the party that disclosed the Confidential Information (and entities controlled by the disclosing party) hereby agrees that it will not raise as evidence in support of willful patent infringement of any patent issuing from such Patent Application the fact that the party received the Confidential Information regarding such Patent Application under this Agreement. This agreement shall not be construed to preclude the offering of any other evidence in any such patent infringement case, including evidence that the party receiving such Confidential Information learned of any such issued patent after the date of issuance and evidence of the actions of the party receiving such Confidential Information after learning of the issuance of such patent issuing from the Patent Application. If this is not acceotable, one alternative that would allow the Friday meeting to proceed would be to sign the CA without this provision, since it is highly unlikely that the teams will be able to disclose a lot of information regarding intellectual property that might be subject to patent protection during the course of a one to two hour meeting. We could then try to work this issue out before the next substantive meeting that the businesspeople have. I'll actually be able to discuss this in the morning before I leave in case we need to work something else out before the meeting. I'll try to call you first thing. Travis McCullough Enron North America Corp. 1400 Smith Street EB 3893 Houston Texas 77002 Phone: (713) 853-1575 Fax: (713) 646-3490 - enron3cln.doc << File: enron3cln.doc << - enron3.doc << File: enron3.doc <<
|