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Enron Mail |
Thank you for your helpful comments. Good points.
On the timing issue, we still have the time sensitivity, but I hate to give it a precise day. Maybe the way to address that is within 10 BD's, as mutually agreed. I don't have the doc in front of me (I'm in Florida), but I thought it said ENA was taking responsibility for increases in the Purchase Amount as it exists the date of closing. I'll check. I agree with deleting CO definition. It doesn't add anything. Again, thanks. Kay "Campbell, Carolyn" <CCampbell@KSLAW.com< on 03/01/2001 02:07:06 PM To: "'kay.mann@enron.com'" <kay.mann@enron.com< cc: "Keffer, John" <JKeffer@KSLAW.com< Subject: FW: Form for Blue Dog Kay: I have a few minor comments to the new draft of the LLC Letter Agreement: 1. Section 2 - The new draft provides for closing "no later than 10 business days" after funding the escrow, while the old draft provided for closing "on the 7th business day" after funding the escrow. I have a recollection that ENA actually needed the 7 business days and no less (thus the requirement of ON the 7th business day) in order to prepare for closing, and was trying to avoid the possibility of the counterparty wanting to close before ENA could complete the matters required of it to properly effect a transfer. If the timing on this is not sensitive, the new draft is fine. 2. Section 5(a) - The new draft provides that ENA is responsible for any "increase in the Purchase Amount," if the increase is caused by ENA's acts or omissions. The new draft does not mention the base amount or point of reference, any increase over which would thus be ENA's responsibility. (The old draft provided that ENA was responsible for the Purchase Amount, as determined on the basis of facts and circumstances existing prior to closing). 3. Section 9(a)(xiv) - It appears that a verb is missing from this sentence. 4. Section 19© - I think the definition of "Commercial Operation" can be deleted, since the only place it appears is in Section 19(g), where it is used with the parenthetical (as defined in the Turbine Contract). However, we need to confirm that "commercial operation" is actually defined in the Turbine Contract, as I believe this was the transaction where the term was constantly used in the underlying agreement without definition. 5. Section 19(g) - In the definition of "Take Over," replace both references to "Unit" with references to the "GE Equipment". Please call if you want to discuss these comments. Thank you. Carolyn M. Campbell King?& Spalding 713-276-7307 (phone) 713-751-3280 (fax) ccampbell@kslaw.com <mailto:ccampbell@kslaw.com< -----Original Message----- From: Kay.Mann@enron.com [mailto:Kay.Mann@enron.com] Sent: Thursday, March 01, 2001 7:05 AM To: ccampbell@kslaw.com Subject: Form for Blue Dog Hi Carolyn, Could you check this and see if I did anything stupid with the revisions: (See attached file: Form of LLC Purchase Letter AgreementBD2u.doc) Thanks, Kay Confidentiality Notice This message is being sent by or on behalf of a lawyer. It is intended exclusively for the individual or entity to which it is addressed. This communication may contain information that is proprietary, privileged or confidential or otherwise legally exempt from disclosure. If you are not the named addressee, you are not authorized to read, print, retain, copy or disseminate this message or any part of it. If you have received this message in error, please notify the sender immediately by e-mail and delete all copies of the message. - Form of LLC Purchase Letter AgreementBD2u.doc
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