Enron Mail

From:stinson.gibner@enron.com
To:karla.feldman@enron.com
Subject:Re: D-G Energy
Cc:vince.kaminski@enron.com
Bcc:vince.kaminski@enron.com
Date:Wed, 6 Sep 2000 08:10:00 -0700 (PDT)

Karla,

The wording you have below sounds reasonable as we would only use the code
for internal valuation purposes.

I also checked with Vince regarding the issues we discussed by phone
yesterday. He would like to specify a 2 day response time for the software
support. Also, he would like to specify that the payment schedule be: 50%
at time of initial contract and 50% at the time when the software is
released. This would give them an incentive to release the software before
the full year is over if they want to accelerate the payment.

Thanks again for all the help,

Stinson




From: Karla Feldman on 09/06/2000 10:30 AM
To: Stinson Gibner/HOU/ECT@ECT
cc:
Subject: D-G Energy

Stinson,

While trying to put together the agreements for D-G Energy, I have an
additional question:

I need to know exactly what yall plan to do with the Source Code once you
have it after the initial one year period is up? There are still limitations
as to what you can do with it, so I will need to know so we can try to revise
the contract so that you will be legal.

For example, in the language regarding release of the source code from
escrow, it states that once you have the source code, you just have the
"right to use, copy and modify the Source Code, solely for our internal
purposes in connection with support, maintenance and operation of the
Software".

Do yall plan to reverse engineer, decompile, etc? Do you plan on using any
of their code to create our own product? If so - I think these are going to
be a problem. The latter would be an infringement issue, unless we were to
contract to do so.

Please let me know more details of your plan so I can see how we need to
proceed in this area.

Thanks,
Karla
x67554