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Enron Mail |
Scott,
Your question #2 raises a good point. My thought in bracketing the name is optionality. I'm trying to be aware of potential balance sheet issues. As you know, if this contract ends up in such shape that it can be construed as a committment to purchase equipment, we will need to cross the balance sheet bridge. As far as I know, we have not ruled out that possibility, as well as the possibility that ENA or an affilate may be the EPC contractor, or somehow in the title chain. I was thinking that if we use an LLC we have the option to see .he equity in an LLC holding the contractual rights/obligations (for financing purposes or otherwise). In that case, we may want to use an LLC instead of messing with an assignment later. I am very interested in your insight concerning possible structures, and what we need to keep in mind. Kay From: Scott Healy @ ECT 10/25/2000 10:05 AM To: Kay Mann/Corp/Enron@Enron cc: Stephen Plauche/Corp/Enron@Enron Subject: Purchase order I will send you comments via e-mail periodically as I read sections. Here are my comments thru Section 5. 1. Shouldn't the agreement be in the name of ENA? 2. Section 2.1--We should have the right to change the persons identified listed in Section 2.1 (a) & (b), particularly if we assign. Do we need a procedure? 3. Section 2.1 (d)--Shouldn't it just say "highway" as opposed to "major highway"? 4. Section 2--Need to add the following concept. 90 days after RTO, Purchaser shall identify up to [5] primary or alternative sites for installation of the units (identification to include an expected configuration). Upon 10 day notice, Purchaser shall have the right to substitute sites or change site configurations. The project plans shall be based on the primary configurations identified by Purchaser. 4 months prior to shipment, Purchaser must identify the site where a unit must go. At this point, the site is locked in for that unit. 5. Section 3.3 ©--insert "or as reasonably required to implement" after "as required by". 6. Section 3.16--Add in concept of identified sites. Timing of plans should coincide with site identification. 7. Section 5.1.1--Incorprate concept that shipping per unit is based on the lesser of actual costs or $87,000 per unit. I think that FCE agreed to this concept. 8. Section 5.4--Why is "to be discussed" shown? I thought that FCE agreed.
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